Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with Section 3.3(h)) and dividends or other distributions with respect to Parent Common Stock pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 4 contracts
Samples: Registration Rights Agreement (Bonanza Creek Energy, Inc.), Agreement and Plan of Merger (Bonanza Creek Energy, Inc.), Agreement and Plan of Merger (HighPoint Resources Corp)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th one hundred eightieth (180th) day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)3.4(h) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g3.4(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (GRIID Infrastructure Inc.), Agreement and Plan of Merger (GRIID Infrastructure Inc.), Agreement and Plan of Merger (Cleanspark, Inc.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Conocophillips), Agreement and Plan of Merger (Concho Resources Inc), Agreement and Plan of Merger (RSP Permian, Inc.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders shareholders of the Company on the 180th day after the Closing Date shall be delivered to ParentParent or the Surviving Corporation, as applicable, upon demand, and any former Class A common stockholders shareholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock Shares in accordance with Section 3.3(h)3.4(h) and dividends or other distributions with respect to Parent Common Stock pursuant to Section 3.3(g)Post-Effective Time Dividends, in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Baytex Energy Corp.), Agreement and Plan of Merger (Ranger Oil Corp), Agreement and Plan of Merger (Ranger Oil Corp)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th one hundred eightieth (180th) day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Conocophillips), Agreement and Plan of Merger (Marathon Oil Corp), Agreement and Plan of Merger (Marathon Oil Corp)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders holders of Eligible Shares as of immediately prior to the Company Effective Time who have not theretofore received the Merger Consideration, (including any cash to be paid payable in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)3.4(h) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g3.4(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation Company and Parent for payment of their claim for such amounts.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Chesapeake Energy Corp), Agreement and Plan of Merger (Vine Energy Inc.), Agreement and Plan of Merger (Chesapeake Energy Corp)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th 365th day after the Closing Date shall be delivered to Parentthe Surviving Corporation, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Range Resources Corp), Agreement and Plan of Merger (Memorial Resource Development Corp.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company Stockholders on the 180th 365th day after the Closing Date shall be delivered to Parentthe Surviving Company, upon demand, and any former common stockholders of the Company Stockholders who have not theretofore received the Merger ConsiderationConsideration to which they are entitled under this Article III, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation Company and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Western Asset Mortgage Capital Corp), Agreement and Plan of Merger (AG Mortgage Investment Trust, Inc.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Class A Common Stock in accordance with Section 3.3(h)) and dividends or other distributions with respect to Parent Class A Common Stock pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Jagged Peak Energy Inc.), Agreement and Plan of Merger (Parsley Energy, Inc.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company Stockholders on the 180th 365th day after the Closing Date shall be delivered to Parent, the Surviving Company upon demand, and any former common stockholders of the Company Stockholders who have not theretofore received the Merger ConsiderationConsideration to which they are entitled under this Article III, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)3.2(h) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g3.2(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation Company and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ready Capital Corp), Agreement and Plan of Merger (Broadmark Realty Capital Inc.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company Stockholders on the 180th 365th day after the Closing Date shall be delivered to Parentthe Surviving Company, upon demand, and any former common stockholders of the Company Stockholders who have not theretofore received the Merger ConsiderationConsideration to which they are entitled under this Article III, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)3.2(h) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g3.2(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation Company and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ready Capital Corp), Agreement and Plan of Merger (Owens Realty Mortgage, Inc.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with Section 3.3(h)) , and dividends or other distributions with respect to Parent Common Stock pursuant to Section 3.3(g)Post-Effective Time Dividends, in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bonanza Creek Energy, Inc.), Agreement and Plan of Merger (Extraction Oil & Gas, Inc.)
Termination of Exchange Fund. Any portion of the Exchange Fund that (including any interest and other income received with respect thereto) which remains undistributed to the former stockholders holders of shares of Company Common Stock or Company Restricted Shares on the first (1st) anniversary of the Company on the 180th day after the Closing Date Effective Time shall be delivered to Parent, upon demand, and any former common stockholders holders of the shares of Company Common Stock or Company Restricted Shares who have not theretofore received the any Merger Consideration, Consideration (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with Section 3.3(h)) and any applicable dividends or other distributions with respect to Parent Common Stock pursuant to Section 3.3(g), in each case without interest thereon, Stock) to which they are entitled under this Article III shall thereafter look only to Parent and the Surviving Corporation and Parent Entity for payment of their claim for such amountsclaims with respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ventas Inc), Agreement and Plan of Merger (American Realty Capital Healthcare Trust Inc)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)3.5(h) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g3.5(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Resolute Energy Corp), Agreement and Plan of Merger (Cimarex Energy Co)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company Shareholders on the 180th 365th day after the Closing Date shall be delivered to Parent, the Surviving Company upon demand, and any former common stockholders of the Company Shareholders who have not theretofore received the Merger ConsiderationConsideration to which they are entitled under this Article III, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation Company and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ellington Financial Inc.), Agreement and Plan of Merger (Great Ajax Corp.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chesapeake Energy Corp), Agreement and Plan of Merger (WildHorse Resource Development Corp)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day after the Closing Date shall be delivered to Parent, upon demand, and any former common stockholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)) and any dividends or other distributions with respect to Parent Common Stock which they are entitled pursuant to Section 3.3(g), in each case case, without any interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Diamondback Energy, Inc.)
Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders shareholders of the Company on the 180th day after the Closing Date shall be delivered to Parentthe Surviving Corporation, upon demand, and any former common stockholders shareholders of the Company who have not theretofore received the Merger Consideration, (including any cash to be paid in lieu of any fractional shares of Parent Common Stock in accordance with to which they are entitled pursuant to Section 3.3(h)) and any dividends or other distributions with respect to Parent Common Stock to which they are entitled pursuant to Section 3.3(g), in each case without interest thereon, to which they are entitled under this Article III shall thereafter look only to the Surviving Corporation and Parent for payment of their claim for such amounts.
Appears in 1 contract