Certain Legal Matters definition

Certain Legal Matters. In all cases, payment for Shares tendered and accepted for payment pursuant to the Offer will be made only after timely receipt by the Depositary of (i) certificates for such Shares or timely confirmation (a "Book-Entry Confirmation") of a book-entry transfer of such Shares into the Depositary's account at The Depository Trust Company (the "Book-Entry Transfer Facility"), pursuant to the procedures set forth in Section 3--"Procedure for Tendering Shares", (ii) a properly completed and duly executed Letter of Transmittal (or a manually signed facsimile thereof) with all required signature guarantees or in the case of a book-entry transfer, an Agent's Message (as defined below) and (iii) any other documents required by the Letter of Transmittal.
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Certain Legal Matters without prejudice to our rights set forth in Section 13 — “Conditions to the Offer.” Our reservation of the right to delay the acceptance of, or payment for, Shares is subject to the provisions of Rule 14e-1(c) under the Exchange Act, which requires that we pay the consideration offered or return Shares deposited by or on behalf of tendering stockholders promptly after the termination of the Offer. Any extension, waiver or amendment of the Offer, or delay in acceptance for payment or payment, or termination of the Offer will be followed, as promptly as practicable, by public announcement thereof, such announcement in the case of an extension to be issued not later than 9:00 a.m., New York City time, on the next business day after the previously scheduled expiration time of the Offer in accordance with the public announcement requirements of Rules 14d-4(d), 14d-6(c) and l4e-1(d) under the Exchange Act. Without limiting our obligation under such rules or the manner in which we may choose to make any public announcement, we currently intend to make announcements by issuing a press release and making any appropriate filing with the SEC. The Company has agreed to provide us with its list of stockholders and security position listings for the purpose of disseminating the Offer to holders of Shares. This Offer to Purchase and the related Letter of Transmittal will be mailed to record holders of Shares whose names appear on the Company’s stockholder list and will be furnished to brokers, dealers, commercial banks, trust companies and similar persons whose names, or the names of whose nominees, appear on the stockholder list or, if applicable, who are listed as participants in a clearing agency’s security position listing, for subsequent transmittal to beneficial owners of Shares.
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Examples of Certain Legal Matters in a sentence

  • In addition, subject to applicable rules of the Commission, the Purchaser expressly reserves the right to delay acceptance for payment of, or payment for, BACs pending receipt of any regulatory or governmental approvals specified in Section 15 ("Certain Legal Matters") or pending receipt of any additional documentation required by the Letter of Transmittal.

  • Certain Legal Matters and Regulatory Approvals." See "Section 14.

  • Certain Legal Matters; Regulatory Approvals...........................

  • Certain Legal Matters and Regulatory Approvals.....................

  • Certain Legal Matters and Regulatory Approvals...................................

  • Certain Legal Matters; Regulatory Approvals ........................................

  • Certain Legal Matters and Regulatory Approvals......................

  • Certain Legal Matters and Regulatory Approvals..........................

  • See “Other Matters Relating to the Offer and the Merger — Certain Legal Matters; Regulatory Approvals.” After a series of presentations from and interviews with investment banks and law firms, the Special Committee decided to retain ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ and Dresdner Kleinwort ▇▇▇▇▇▇▇▇▇▇▇, Inc.

  • Certain Legal Matters and Regulatory Approvals.......................