Common use of Treatment of Unexchanged Shares Clause in Contracts

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to Xxxxxxx Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate (or shares of Black & Xxxxxx Common Stock held in book-entry form) with respect to the shares of Xxxxxxx Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.02(f), until the surrender of such Certificate (or such shares of Black & Xxxxxx Common Stock held in book-entry form) in accordance with this Article II. Subject to escheat, Tax or other applicable Law, following surrender of any such Certificate (or shares of Black & Xxxxxx Common Stock held in book-entry form), there shall be paid to the holder of the certificate representing whole shares of Xxxxxxx Common Stock issued in exchange therefor, without interest, (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Xxxxxxx Common Stock to which such holder is entitled pursuant to Section 2.02(f) and the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Xxxxxxx Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Xxxxxxx Common Stock.

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to Xxxxxxx Parent Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate (or shares of Black & Xxxxxx Common Stock held in book-entry form) with respect to the certificates representing shares of Xxxxxxx Parent Common Stock issuable represented thereby that the holder would be entitled to upon surrender thereof, of such Certificate and no cash payment of the Cash Consideration or in lieu of fractional shares as contemplated by subsection (e) below shall be paid to any such holder pursuant to Section 2.02(f), until the surrender holder of such Certificate (or shall surrender such shares of Black & Xxxxxx Common Stock held in book-entry form) Certificate in accordance with this Article IISection 2.02. Subject to escheat, Tax or other the effect of applicable LawLaws, following surrender of any such Certificate (or shares of Black & Xxxxxx Common Stock held in book-entry form)Certificate, there shall be paid to the holder of the certificate Certificates representing whole shares of Xxxxxxx Parent Common Stock issued in exchange therefor, without interest, (i) at the time of such surrender, the Cash Consideration and the amount of any cash payable in lieu of a fractional share of Xxxxxxx Parent Common Stock to which such holder is entitled pursuant to Section 2.02(fsubsection (e) below and the amount of dividends or other distributions with a record date after the Effective Time theretofore previously paid with respect to such whole shares of Xxxxxxx Parent Common Stock Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Xxxxxxx Parent Common Stock. For purposes of determining quorums at meetings of stockholders of Parent and the stockholders of Parent entitled to notice of, and to vote at, meetings of stockholders, holders of unsurrendered Certificates shall be considered record holders of the shares of Parent Common Stock represented thereby.

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to Xxxxxxx HoldCo Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate (or shares of Black & Xxxxxx Trulia Common Stock or Zillow Common Stock held in book-entry form) with respect to the shares of Xxxxxxx HoldCo Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.02(f), until the surrender of such Certificate (or such shares of Black & Xxxxxx Trulia Common Stock or Zillow Common Stock held in book-entry form) in accordance with this Article II. Subject to escheat, Tax or other applicable Law, following surrender of any such Certificate (or shares of Black & Xxxxxx Trulia Common Stock or Zillow Common Stock held in book-entry form), there shall be paid to the holder of the certificate representing whole shares of Xxxxxxx HoldCo Common Stock issued in exchange therefor, without interest, (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Xxxxxxx HoldCo Common Stock to which such holder is entitled pursuant to Section 2.02(f) and the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Xxxxxxx HoldCo Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Xxxxxxx HoldCo Common Stock.

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to Xxxxxxx Biovail Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate (or shares of Black & Xxxxxx Valeant Common Stock held in book-entry form) with respect to the shares of Xxxxxxx Biovail Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.02(f2.02(e), until the surrender of such Certificate (or such shares of Black & Xxxxxx Valeant Common Stock held in book-entry form) in accordance with this Article II. Subject to escheat, Tax or other applicable Law, following surrender of any such Certificate (or shares of Black & Xxxxxx Valeant Common Stock held in book-entry form), there shall be paid to the holder of the certificate representing whole shares of Xxxxxxx Biovail Common Stock issued in exchange therefor, without interest, (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Xxxxxxx Biovail Common Stock to which such holder is entitled pursuant to Section 2.02(f2.02(e) and the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Xxxxxxx Biovail Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Xxxxxxx Biovail Common Stock.

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to Xxxxxxx Holdco Common Stock with a record date after the East Effective Time or East/Toucan Effective Time, as applicable, shall be paid to the holder of any unsurrendered Certificate (or shares of Black & Xxxxxx Parent Common Stock held in book-entry formform or uncertificated shares of Company Common Stock) with respect to the shares of Xxxxxxx Holdco Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall will be paid to any such holder of Company Common Stock pursuant to Section 2.02(f2.04(f), until the surrender of such Certificate (or such shares of Black & Xxxxxx Parent Common Stock held in book-entry formform or uncertificated shares of Company Common Stock) in accordance with this Article II. Subject to escheat, Tax or other applicable Law, following surrender of any such Certificate (or shares of Black & Xxxxxx Parent Common Stock held in book-entry formform or uncertificated shares of Company Common Stock), there shall be paid to the holder of the certificate representing whole shares of Xxxxxxx Holdco Common Stock issued in exchange therefor, without interest, (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Xxxxxxx Holdco Common Stock to which such holder is entitled pursuant to Section 2.02(f2.04(f) and the amount of dividends or other distributions with a record date after the East Effective Time or East/Toucan Effective Time, as applicable, theretofore paid with respect to such whole shares of Xxxxxxx Holdco Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the East Effective Time or East/Toucan Effective Time, as applicable, but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Xxxxxxx Holdco Common Stock.