Termination of Fund; No Liability. At any time following the six-month anniversary of the Effective Time, the Surviving Corporation shall be entitled to require the Paying Agent to deliver to it any funds (including any interest received with respect thereto) which had been made available to the Paying Agent, and holders shall be entitled to look to the Surviving Corporation (subject to abandoned property, escheat or other similar laws) only as general creditors thereof with respect to the Merger Consideration payable upon due surrender of their Certificates without any interest thereon. Notwithstanding the foregoing, neither the Surviving Corporation nor the Paying Agent nor any party hereto shall be liable to any holder of a Certificate for Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 15 contracts
Samples: Merger Agreement (Whitehall Jewellers Inc), Agreement and Plan of Merger (Fox Acquisition Co), Agreement and Plan of Merger (Fox & Hound Restaurant Group)
Termination of Fund; No Liability. At any time following the sixnine-month anniversary of the Effective Time, the Surviving Corporation shall be entitled to require the Paying Transfer Agent to deliver to it any funds (including any interest received with respect thereto) which had been made available to the Paying Transfer Agent, and holders shall be entitled to look to the Surviving Corporation (subject to abandoned property, escheat or other similar laws) only as general creditors thereof with respect to the Merger Consideration and the Distribution Consideration payable upon due surrender of their Certificates Certificates, without any interest thereon. Notwithstanding the foregoing, neither the Surviving Corporation nor the Paying Transfer Agent nor any party hereto shall be liable to any holder of a Certificate for Merger Consideration or the Distribution Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 2 contracts
Samples: Merger Agreement (Lone Star Steakhouse & Saloon Inc), Merger Agreement (Coulter Jamie B)
Termination of Fund; No Liability. At any time following the six-month anniversary of the Effective Time, the Surviving Corporation shall be entitled to require the Paying Exchange Agent to deliver to it any funds (including any interest received with respect thereto) which had been made available to the Paying Exchange Agent, and holders shall be entitled to look to the Surviving Corporation (subject to abandoned property, escheat or other similar laws) only as general creditors thereof with respect to the Merger Consideration payable upon due surrender of their Certificates without any interest thereon. Notwithstanding the foregoing, neither the Surviving Corporation nor the Paying Exchange Agent nor any party hereto shall be liable to any holder of a Certificate for Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 2 contracts
Samples: Merger Agreement (Safenet Inc), Merger Agreement (Safenet Inc)
Termination of Fund; No Liability. At any time following the six-six- month anniversary of the Effective Time, the Surviving Corporation shall be entitled to require the Paying Exchange Agent to deliver to it any funds (including any interest received with respect thereto) which had been made available to the Paying Ex change Agent, and holders shall be entitled to look to the Surviving Corporation (subject to abandoned property, escheat or other similar laws) only as general creditors thereof with respect to the Merger Consideration payable upon due surrender of their Certificates without any interest thereon. Notwithstanding the foregoing, neither the Surviving Corporation nor the Paying Exchange Agent nor any party hereto shall be liable to any holder of a Certificate for Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
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