Common use of Exchange Agent Clause in Contracts

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENT").

Appears in 2 contracts

Sources: Merger Agreement (Messagemedia Inc), Agreement and Plan of Merger and Reorganization (Messagemedia Inc)

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other a bank or trust company as may be designated by Parent reasonably satisfactory to the Company to act as exchange agent for the Merger (the "EXCHANGE AGENT"“Exchange Agent”).

Appears in 2 contracts

Sources: Merger Agreement (Fermavir Pharmaceuticals, Inc.), Merger Agreement (Inhibitex, Inc.)

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other a bank or trust company as may be designated by Parent reasonably acceptable to Company to act as exchange agent for the Merger (the "EXCHANGE AGENTExchange Agent").

Appears in 2 contracts

Sources: Merger Agreement (Mayan Networks Corp/Ca), Merger Agreement (Ariel Corp)

Exchange Agent. As of Prior to the Effective Time, Parent shall select a bank or trust company reasonably satisfactory to the Company to act as the exchange agent (the "EXCHANGE AGENT") in the Merger. Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Exchange Agent, reasonably satisfactory to the Company, Inc. or such other bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENT").

Appears in 2 contracts

Sources: Merger Agreement (Probusiness Services Inc), Merger Agreement (Automatic Data Processing Inc)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other (i) select a bank or trust company as may be designated by Parent reasonably acceptable to the Company to act as the exchange agent for in the Merger (the "EXCHANGE AGENT"“Exchange Agent”), and (ii) enter into an exchange agent agreement with the Exchange Agent. Parent shall be responsible for all fees and expenses of the Exchange Agent.

Appears in 2 contracts

Sources: Merger Agreement (Steel Partners Holdings L.P.), Merger Agreement (Steel Partners Holdings L.P.)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other (i) select a bank or trust company as may be designated by Parent company, reasonably acceptable to the Company, to act as the paying and exchange agent for in the Merger (the "EXCHANGE AGENT"“Exchange Agent”) and (ii) enter into an exchange agent agreement with the Exchange Agent (the “Exchange Agent Agreement”).

Appears in 2 contracts

Sources: Merger Agreement (Renaissancere Holdings LTD), Merger Agreement (Platinum Underwriters Holdings LTD)

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other a bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENTExchange Agent")) as may be designated by Parent.

Appears in 2 contracts

Sources: Merger Agreement (Opticare Health Systems Inc), Merger Agreement (Vision Twenty One Inc)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other designate a bank or trust company as may be designated by Parent reasonably satisfactory to the Company (the “Exchange Agent”) to act as exchange agent for Parent for purposes of, among other things, mailing and receiving letters of transmittal, and distributing the Merger (Consideration to the "EXCHANGE AGENT")Company’s shareholders.

Appears in 2 contracts

Sources: Merger Agreement (Citizens Republic Bancorp, Inc.), Merger Agreement (Firstmerit Corp /Oh/)

Exchange Agent. As of Prior to the Effective Timeeffective time, Parent parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other a bank or trust company as may be designated by Parent to act as exchange agent for the Merger merger (the "EXCHANGE AGENTExchange Agent")) as may be designated by parent and such agreement and the exchange agent shall be reasonably acceptable to company.

Appears in 1 contract

Sources: Merger Agreement (Abacus Direct Corp)

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENT"'Exchange Agent').

Appears in 1 contract

Sources: Agreement and Plan of Merger and Reorganization (Doubleclick Inc)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other designate a bank or trust company as may be designated by Parent reasonably acceptable to the Company to act as exchange agent for the Merger Exchange Agent (as defined herein) in the "EXCHANGE AGENT")Merger.

Appears in 1 contract

Sources: Merger Agreement (Protection One Inc)

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENTExchange Agent")., which shall provide that Parent shall deposit with the Exchange Agent as of the Effective Time, for the benefit of the holders of shares of Target Common Stock, for exchange in accordance with this Article II, through

Appears in 1 contract

Sources: Merger Agreement (Exactis Com Inc)

Exchange Agent. As Immediately following the Effective Time of the Effective TimeMerger, Parent shall enter into an agreement deposit with American Stock Transfer & Trust Company, Inc. or such other a bank or trust company as may to be designated by Parent and the Company prior to act as exchange agent for the Merger Effective Time (the "EXCHANGE AGENTExchange Agent")., for the

Appears in 1 contract

Sources: Master Agreement (Toy Biz Inc)

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other a bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENTExchange Agent")) as may be designated by Parent and shall be reasonably acceptable to Company.

Appears in 1 contract

Sources: Merger Agreement (Netcreations Inc)

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other a bank or trust company as may be designated by Parent reasonably satisfactory to Company to act as exchange agent for the Merger (the "EXCHANGE AGENT"“Exchange Agent”).

Appears in 1 contract

Sources: Merger Agreement (Epoch Biosciences Inc)

Exchange Agent. As Prior to the Effective Time of the Effective TimeMerger, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other select a bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENTExchange Agent")) for the issue of the Merger Consideration upon surrender of certificates representing Shares.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Tesoro Petroleum Corp /New/)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other designate a bank or trust company as may be designated by Parent reasonably acceptable to the Company to act as exchange agent for Exchange Agent in the Merger (the "EXCHANGE AGENT")Merger.

Appears in 1 contract

Sources: Merger Agreement (Paradigm Genetics Inc)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other designate a bank or trust company as may be designated by Parent company, reasonably acceptable to the Company, to act as exchange agent for the Merger (the "EXCHANGE AGENTExchange Agent")) in the Merger.

Appears in 1 contract

Sources: Merger Agreement (Platinum Software Corp)

Exchange Agent. As of the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENTExchange Agent").

Appears in 1 contract

Sources: Merger Agreement (Doubleclick Inc)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other select a bank or trust company as may be designated by Parent reasonably acceptable to the Company to act as the exchange agent for the purpose of exchanging certificates for the applicable Merger Consideration in the Mergers (the "EXCHANGE AGENTExchange Agent").

Appears in 1 contract

Sources: Merger Agreement (Pinnacor Inc)

Exchange Agent. As of Prior to the Effective Time, Parent shall select a bank or trust company reasonably satisfactory to the Company to act as the exchange agent (the “Exchange Agent”) in the Merger. Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Exchange Agent, which shall be reasonably satisfactory to the Company, Inc. or such other bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENT").

Appears in 1 contract

Sources: Merger Agreement (Water Pik Technologies Inc)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into an agreement with American Stock Transfer & Trust Company, Inc. or such other designate a bank or trust company as may be designated by Parent to act as exchange agent for the Merger (the "EXCHANGE AGENT")“Exchange Agent”) in the Merger.

Appears in 1 contract

Sources: Merger Agreement (Genstar Therapeutics Corp)

Exchange Agent. As of Prior to the Effective Time, Parent shall enter into select an agreement with American Stock Transfer & Trust Company, Inc. or such other bank or trust company as may be designated by Parent institution reasonably acceptable to the Company to act as the exchange agent for the Merger (the "EXCHANGE AGENTExchange Agent")) for the Merger.

Appears in 1 contract

Sources: Merger Agreement (Scientific Technologies Inc)