Unexchanged Certificates. Until surrendered, each outstanding certificate that prior to the Closing represented Client common stock shall be deemed for all purposes, other than the payment of dividends or other distributions, to evidence ownership of the number of shares of Acquisition common stock into which it was converted. No dividend or other distribution shall be paid to the holders of certificates of Client common stock until presented for exchange at which time any outstanding dividends or other distributions shall be paid.
Unexchanged Certificates. Until surrendered, each outstanding certificate that prior to the Merger Date represented Abbacy common stock (other than certificates representing Dissenting Shares) shall be deemed for all purposes, other than the payment of dividends or other distributions, to evidence ownership of the number of shares of CBCom common stock into which it was converted. No dividend or other distribution payable to holders of CBCom common stock as of any date subsequent to the Merger Date shall be paid to the holders of outstanding certificates of Abbacy common stock; provided, however, that upon surrender and exchange of such outstanding certificates (other than certificates representing Dissenting Shares), there shall be paid to the record holders of the certificates issued in exchange therefor the amount, without interest thereon, of dividends and other distributions that would have been payable subsequent to the Merger Date with respect to the shares of CBCom common stock represented thereby.
Unexchanged Certificates. Until surrendered, each outstanding certificate that prior to the Merger Date represented Sxxxxx Common Stock (other than certificates representing Dissenting Shares) shall be deemed for all purposes, other than the payment of dividends or other distributions, to evidence ownership of the number of shares of New Millennium Common Stock into which it was converted. No dividend or other distribution payable to holders of New Millennium Common Stock as of any date subsequent to the Merger Date shall be paid to the holders of outstanding certificates of Sxxxxx Common Stock; provided, however, that upon surrender and exchange of such outstanding certificates (other than certificates representing Dissenting Shares), there shall be paid to the record holders of the certificates issued in exchange therefore the amount, without interest thereon, of dividends and other distributions that would have been payable subsequent to the Merger Date with respect to the shares of New Millennium Common Stock represented thereby.
Unexchanged Certificates. Until surrendered, each outstanding certificate that prior to the Merger Date represented EPT Common Stock (other than certificates representing Dissenting Shares) shall be deemed for all purposes, other than the payment of dividends or other distributions, to evidence ownership of the number of shares of EED Common Stock into which it was converted. No dividend or other distribution payable to holders of EED Common Stock as of any date subsequent to the Merger Date shall be paid to the holders of outstanding certificates of EPT Common Stock; provided, however, that upon surrender and exchange of such outstanding certificates (other than certificates representing Dissenting Shares), there shall be paid to the record holders of the certificates issued in exchange therefor the amount, without interest thereon, of dividends and other distributions that would have been payable subsequent to the Merger Date with respect to the shares of EED Common Stock represented thereby.
Unexchanged Certificates. N/A 5. Representations and Warranties of the Shareholders The Shareholders, individually and separately, represent and warrant as follows:
Unexchanged Certificates. Until surrendered, each outstanding certificate that prior to the Closing represented Wellxxxxx xxxmon stock shall be deemed for all purposes, other than the payment of dividends or other distributions, to evidence ownership of the number of shares of Pet Quarters common stock into which it was converted. No dividend or other distribution shall be paid to the holders of certificates of Wellxxxxx xxxmon stock until presented for exchange at which time any outstanding dividends or other distributions shall be paid.
Unexchanged Certificates. Until surrendered, each outstanding certificate which, prior to the Effective Date, represented Target Common Stock shall be deemed for all purposes, other than the payment of dividends or other distributions, to evidence ownership of the whole number of shares of Parent Common Stock into which it is to be converted, and no dividend or other distribution payable to holders of Parent Common Stock as of any date subsequent to the Effective Date shall be paid to the holders of unexchanged certificates. There shall be paid to the record holders of the certificates issued in exchange therefor the amount, without interest thereon, of dividends and other distributions which would have been payable with respect to the shares of Parent Common Stock represented thereby.
Unexchanged Certificates. Until surrendered in accordance with Section 3.02 hereinabove, each outstanding certificate which, prior to the Effective Date of the Share Exchange, evidenced shares of SBICOA Common Stock, for all corporate purposes of MEGA shall be deemed to evidence ownership of the number of shares of MEGA Common Stock for and into which shares of SBICOA Common Stock represented thereby will have been exchanged and combined; provided, however, that until each such outstanding certificate is surrendered and exchanged, no dividend or distribution payable to the holders of record of MEGA Common Stock as of any date subsequent to the Effective Date of the Share Exchange shall be paid to the holder of such outstanding certificate which shall not have been surrendered with respect thereto. After the Effective Date of the Share Exchange, there shall be no further registry of transfers of SBICOA Common Stock on the books of SBICOA and, if a certificate representing such shares or warrants is presented for transfer to MEGA, it shall be cancelled and exchanged for a certificate representing shares of MEGA Common Stock, as provided for herein.
Unexchanged Certificates. No dividends or other distributions declared or made with respect to shares of Cicero capital stock with a record date after the Effective Date shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Cicero capital stock that such holder would be entitled to receive upon surrender of such Certificate and no cash payment in lieu of fractional shares of Company Common Stock or Convertible Securities shall be paid to any holder pursuant to Section 4.1(b) until such holder shall surrender such Certificate in accordance with Section 5.2. Subject to the effect of applicable laws, following surrender of any such Certificate, there shall be paid to such holder of shares Cicero capital stock issuable in exchange therefore, without interest, (a) promptly after the time of such surrender, the amount of any cash payable in lieu of fractional shares of Cicero capital stock to which such holder is entitled pursuant to Section 4.1(b) 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 Cicero capital stock and (b) 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 shares of Cicero capital stock. The registered owner of any such outstanding Certificate representing voting securities of the Company shall, until such certificate or other evidences shall have been surrendered for transfer or otherwise accounted for to the Surviving Corporation or the Exchange Agent (if any), have and be entitled to exercise any voting and other rights with respect to the shares of Cicero Common Stock, Cicero A-1 Preferred Stock or options, warrants, purchase rights, units or other securities of Cicero, as the case may be, evidenced by such outstanding Certificate, as above provided.
Unexchanged Certificates. Until surrendered, each outstanding certificate that prior to the Closing represented CAI common stock shall be deemed for all purposes, other than the payment of dividends or other distributions, to evidence ownership of the number of shares of IVOC common stock into which it was converted. No dividend or other distribution shall be paid to the holders of certificates of CAI common stock until presented for exchange at which time any outstanding dividends or other distributions shall be paid.
