Common use of Termination of Fund; No Liability Clause in Contracts

Termination of Fund; No Liability. At any time following one year after 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) made available to the Paying Agent and not disbursed (or for which disbursement is pending subject only to the Paying Agent’s routine administrative procedures) to holders of Certificates or Book-Entry Shares, and thereafter such holders shall be entitled to look only 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 and compliance with the procedures in Section 2.2(b), without any interest thereon. Notwithstanding the foregoing, none of Parent, the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate or Book-Entry Shares for Merger Consideration properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.

Termination of Fund; No Liability. At any time following one year eighteen (18) months after 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 for the payment of Merger Consideration and which have not been disbursed (or for which disbursement is pending subject only to the Paying Agent’s routine administrative procedures) to holders of Certificates or Book-Entry SharesCertificates, and thereafter such holders shall be entitled to look only to the Surviving Corporation (subject to abandoned property, escheat or other similar lawsLaw) to look only to Parent and the Surviving Corporation, which shall thereafter act as the Paying Agent, as general creditors thereof with respect to the payment of any Merger Consideration that may be payable upon due surrender of their Certificates and compliance with the procedures in Section 2.2(b)any Certificate, without any interest thereonas determined pursuant to this Agreement. Notwithstanding any provision of this Agreement to the foregoingcontrary, none of neither Parent, the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate or Book-Entry Shares for Merger Consideration properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.

Termination of Fund; No Liability. At any time following one year after the Effective Time, Parent or the Surviving Corporation shall be entitled to require the Paying Agent to deliver to it any funds (including any interest received with respect thereto) made available to which had been deposited with the Paying Agent and which have not been disbursed (or for which disbursement is pending subject only to the Paying Agent’s routine administrative procedures) to holders of Certificates or Book-Entry Shares, and thereafter such holders shall be entitled to look only to Parent or the Surviving Corporation (subject to abandoned property, escheat or other similar lawsLaws) only as general creditors thereof with respect to the Merger Consideration that may be payable upon due surrender of their Certificates and compliance with the procedures in Section 2.2(b)or Book-Entry Shares, as determined pursuant to this Agreement, without any interest thereon. Notwithstanding the foregoing, none of Parent, the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate or Book-Entry Shares Share for Merger Consideration properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar lawLaws.

Termination of Fund; No Liability. At any time following one year after 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) made available to the Paying Agent and not disbursed (or for which disbursement is pending subject only to the Paying Agent’s 's routine administrative procedures) to holders of Certificates or Book-Entry Shares, and thereafter such holders shall be entitled to look only 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 and compliance with the procedures in Section 2.2(b), without any interest thereon. Notwithstanding the foregoing, none of Parent, the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate or Book-Entry Shares for Merger Consideration properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.. (e)

Termination of Fund; No Liability. At any time following one year six (6) months after 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 for the payment of Merger Consideration and which have not been disbursed (or for which disbursement is pending subject only to the Paying Agent’s routine administrative procedures) to holders of Certificates or Book-Book Entry Shares, and thereafter such holders shall be entitled to look only to Parent and the Surviving Corporation Corporation, which shall thereafter act as the Paying Agent (subject to abandoned property, escheat or other similar laws) only Law), as general creditors thereof with respect to the payment of any Merger Consideration that may be payable upon due surrender of their Certificates and compliance with the procedures in Section 2.2(b)any Certificate or Book Entry Shares, without any interest thereonas determined pursuant to this Agreement. Notwithstanding the foregoing, none of neither Parent, the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate or Book-Book Entry Shares for Merger Consideration properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.

Termination of Fund; No Liability. At any time following one year twelve (12) months after 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 for the payment of Merger Consideration and which have not been disbursed (or for which disbursement is pending subject only to the Paying Agent’s routine administrative procedures) to holders of Certificates or Book-Book Entry Shares, and thereafter such holders shall be entitled to look only to Parent and the Surviving Corporation Corporation, which shall thereafter act as the Paying Agent (subject to abandoned property, escheat or other similar laws) only Law), as general creditors thereof with respect to the payment of any Merger Consideration that may be payable upon due surrender of their Certificates and compliance with the procedures in Section 2.2(b)any Certificate or Book Entry Shares, without any interest thereonas determined pursuant to this Agreement. Notwithstanding the foregoing, none of neither Parent, the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate or Book-Book Entry Shares for Merger Consideration properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.

Termination of Fund; No Liability. At any time following one year twelve months after 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) made available to the Paying Agent and not disbursed (or for which no disbursement is pending subject only to the Paying Agent’s routine administrative procedures) to holders of Certificates or Book-Entry Shares, and thereafter such holders shall be entitled to look only to the Surviving Corporation and Parent (subject to abandoned property, escheat or other similar lawsLaws) only as general creditors thereof with respect to the Merger Consideration payable upon due surrender of their Certificates and compliance with the procedures in Section 2.2(b), without any interest thereon. Notwithstanding the foregoing, none of Parent, neither the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate or Book-Entry Shares for Merger Consideration properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.