Common use of Valid Tenders Clause in Contracts

Valid Tenders. In order for a stockholder to validly tender Shares pursuant to the Offer, the Letter of Transmittal, properly completed and duly executed, together with any required signature guarantees (or, in the case of a book-entry transfer or a tender through DTC’s ATOP, an Agent’s Message in lieu of the Letter of Transmittal) and any other documents required by the Letter of Transmittal or the Depositary must be received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase and either (i) in the case of certificated Shares, the Share Certificates evidencing tendered Shares must be received by the Depositary at such address or (ii) in the case of Shares held in book-entry form, such Shares must be tendered pursuant to the procedures for book-entry transfer described below under “Book-Entry Transfer” and a Book-Entry Confirmation must be received by the Depositary, in each case prior to the Expiration Time.

Appears in 3 contracts

Samples: Offer to Purchase (ELI LILLY & Co), Offer to Purchase (ELI LILLY & Co), Offer to Purchase (ELI LILLY & Co)

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Valid Tenders. In order for a stockholder to validly tender Shares pursuant to the Offer, either: (i) the Letter of TransmittalTransmittal (or a manually signed facsimile thereof), properly completed and duly executed, together with any required signature guarantees (or, in the case of a book-entry transfer or a tender through DTC’s ATOPtransfer, an Agent’s Message in lieu of the Letter of Transmittal) and any other documents required by the Letter of Transmittal or the Depositary must be received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase and either (iA) in the case of certificated Shares, the Share Certificates evidencing tendered Shares must be received by the Depositary at such address or (iiB) in the case of Shares held in book-entry form, such Shares must be tendered pursuant to the procedures procedure for book-entry transfer described below under “Book-Entry Transfer” and a Book-Entry Confirmation must be received by the Depositary, in each case prior to the Expiration TimeDate; or (ii) the tendering stockholder must comply with the guaranteed delivery procedures described below under “Guaranteed Delivery.

Appears in 3 contracts

Samples: Offer to Purchase (Oracle Corp), Offer to Purchase (Oracle Corp), Offer to Purchase (Oracle Corp)

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Valid Tenders. In Except as set forth below, in order for a stockholder Shares to be validly tender Shares tendered pursuant to the Offer, the Letter of TransmittalTransmittal (or a facsimile thereof), properly completed and duly executed, together with any required signature guarantees (orguarantees, or an Agent's Message in the case of connection with a book-entry transfer or a tender through DTC’s ATOPdelivery of Shares, an Agent’s Message in lieu of the Letter of Transmittal) and any other documents required by the Letter of Transmittal or the Depositary Transmittal, must be received by the Depositary at one of its the addresses set forth on the back cover of this Offer to Purchase on or prior to the Expiration Date and either (i) in the case of certificated Shares, the Share Certificates evidencing tendered Shares must be received by the Depositary at such address or (ii) in the case of Shares held in book-entry form, such Shares must be tendered pursuant to the procedures procedure for book-entry transfer described below under “Book-Entry Transfer” and a Book-Entry Confirmation must be received by the Depositary, in each case on or prior to the Expiration TimeDate or (ii) the guaranteed delivery procedures described below must be complied with. If Share Certificates are forwarded separately to the Depositary, a properly completed and duly executed Letter of Transmittal (or a facsimile thereof) must accompany each such delivery.

Appears in 1 contract

Samples: Offer to Purchase (L 3 Communications Holdings Inc)

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