Termination of Payment Fund. Any portion of the Payment Fund which remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 5 contracts
Samples: Merger Agreement (Nielsen Media Research Inc), Merger Agreement (Abt Building Products Corp), Merger Agreement (Ingersoll Rand Co)
Termination of Payment Fund. Any portion of the Payment Fund --------------------------- which remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 Article III shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 5 contracts
Samples: Merger Agreement (Sterling Software Inc), Merger Agreement (Cayenne Software Inc), Merger Agreement (Sterling Software Inc)
Termination of Payment Fund. Any portion of the Payment Fund --------------------------- which remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 3 contracts
Samples: Merger Agreement (Interlink Computer Sciences Inc), Merger Agreement (Information Advantage Inc), Merger Agreement (Sterling Software Inc)
Termination of Payment Fund. Any portion of the Payment Fund which remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 Article III shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration or Preferred Merger Consideration, as applicable.
Appears in 2 contracts
Samples: Merger Agreement (Fieldcrest Cannon Inc), Merger Agreement (Pillowtex Corp)
Termination of Payment Fund. Any portion of the Payment Fund which remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 2.3 shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 2 contracts
Samples: Merger Agreement (Impac Medical Systems Inc), Merger Agreement (Elekta AB)
Termination of Payment Fund. Any If any portion of the Payment Fund which remains undistributed to the holders of the Certificates for 180 days six months after the Effective Time shall be delivered Time, the Parent may require the Payment Agent to deliver such portion to the Parent, upon demand, and any holders of the Certificates that who have not theretofore complied with this Section 3.3 3 shall thereafter look only to Parent, and only as general creditors thereof, the Parent for payment of their claim for any the Merger Consideration.
Appears in 2 contracts
Samples: Merger Agreement (Medpartners Inc), Merger Agreement (Talbert Medical Management Holdings Corp)
Termination of Payment Fund. Any portion of the Payment Fund which remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 4.3 shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 2 contracts
Samples: Merger Agreement (Symbol Technologies Inc), Agreement and Plan of Merger (Symbol Technologies Inc)
Termination of Payment Fund. Any portion of the Payment Fund which remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 2.09 shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 2 contracts
Samples: Merger Agreement (Acnielsen Corp), Agreement and Plan of Merger (Vnu N V)
Termination of Payment Fund. Any portion of the Payment Fund --------------------------- which remains undistributed to the holders of Certificates for 180 365 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 Article III shall thereafter (subject to the terms of this Agreement, abandoned property, escheat and other similar laws) look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 1 contract
Termination of Payment Fund. Any portion of the Payment Fund which --------------------------- remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 Article IV shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 1 contract
Termination of Payment Fund. Any portion of the Payment Fund which --------------------------- remains undistributed to the holders of Certificates for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of Certificates that have not theretofore complied with this Section 3.3 4.3 shall thereafter look only to Parent, and only as general creditors thereof, for payment of their claim for any Merger Consideration.
Appears in 1 contract
Samples: Merger Agreement (Atpos Com Inc)
Termination of Payment Fund. Any portion of the Payment Fund which that remains undistributed to unclaimed by the holders of Certificates for by the later of (i) 180 days after the Effective Time and (ii) ten days after the determination of the Final Working Capital Amount shall be delivered by the Paying Agent to Parent, Parent upon demand. Thereafter, and any holders holder of Certificates that have who has not theretofore complied with this Section 3.3 Article II shall thereafter look only to Parent, and only as general creditors thereof, Parent for payment of their claim for any the Per Share Closing Date Merger Consideration.
Appears in 1 contract
Samples: Merger Agreement (Kronos Inc)