Common use of Transfer of Scheme Shares Clause in Contracts

Transfer of Scheme Shares. Subject to this Scheme becoming Effective: (a) on or before 10.00am on the Implementation Date, and subject to Vocus fulfilling its obligations under clauses 4.3 and 5.5, all of the Scheme Shares, together with all rights and entitlements attaching to the Scheme Shares at the Implementation Date, must be transferred to Vocus without the need for any further act by any Scheme Shareholder, by M2 effecting a valid transfer or transfers of the Scheme Shares to Vocus under section 1074D of the Corporations Act or, if that procedure is not available for any reason, by: (i) M2 delivering to Vocus a duly completed Scheme Share Transfer executed by M2 (as transferor) acting as the attorney and agent of each Scheme Shareholder under clause 8.1; and (ii) Vocus duly executing the Scheme Share Transfer (as transferee), attending to the stamping of the Scheme Share Transfer (if required) and delivering it to M2 for registration; and (b) on the Implementation Date, immediately after receipt of the Scheme Share Transfer from Vocus under clause 4.2(a)(ii) or the transfer being effected under section 1074D of the Corporations Act (as the case may be), M2 must enter, or procure the entry of, the name of Vocus in the M2 Register in respect of all of the Scheme Shares.

Appears in 4 contracts

Samples: Merger Implementation Agreement, Merger Implementation Agreement, Merger Implementation Agreement

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