Common use of Termination of Exchange Fund Clause in Contracts

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: Transaction Support Agreement (Bonanza Creek Energy, Inc.), Transaction Support Agreement (HighPoint Resources Corp), Merger Agreement (HighPoint Resources Corp)

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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: Merger Agreement (GRIID Infrastructure Inc.), Merger Agreement (GRIID Infrastructure Inc.), Merger Agreement (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: Merger Agreement (Concho Resources Inc), Merger Agreement (Conocophillips), Merger Agreement (RSP Permian, 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 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: Merger Agreement (Chesapeake Energy Corp), Merger Agreement (Chesapeake Energy Corp), Merger Agreement (Vine 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 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: Merger Agreement (Baytex Energy Corp.), Merger Agreement (Ranger Oil Corp), Merger Agreement (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: Merger Agreement (Marathon Oil Corp), Merger Agreement (Marathon Oil Corp), Merger Agreement (Conocophillips)

Termination of Exchange Fund. Any portion of the Exchange Fund that remains undistributed to the former stockholders of the Company on the 180th day date that is 12 months after the Closing Date shall be delivered to Parentthe Surviving Entity, 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 Entity and Parent for payment of their claim for such amounts.

Appears in 2 contracts

Samples: Merger Agreement (Bonanza Creek Energy, Inc.), Merger Agreement (Sandridge Energy Inc)

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: Merger Agreement (Range Resources Corp), Merger Agreement (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)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: Merger Agreement (Owens Realty Mortgage, Inc.), Merger Agreement (Ready Capital 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: Merger Agreement (Chesapeake Energy Corp), Merger Agreement (WildHorse Resource Development Corp)

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: Merger Agreement (Ellington Financial Inc.), Merger Agreement (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 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: Merger Agreement (Jagged Peak Energy Inc.), Merger Agreement (Parsley Energy, Inc.)

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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: Merger Agreement (Ventas Inc), Merger Agreement (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 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 Class B 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 Class B 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: Merger Agreement (Western Asset Mortgage Capital Corp), Merger Agreement (Terra Property Trust, 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: Merger Agreement (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 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: Merger Agreement (Cimarex Energy Co), Merger Agreement (Resolute Energy 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: Merger Agreement (Western Asset Mortgage Capital Corp), Merger Agreement (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 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: Merger Agreement (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

Samples: Merger Agreement (SRC Energy Inc.)

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