Common use of Exchange Mechanics Clause in Contracts

Exchange Mechanics. (a) At and after the Effective Time, each share certificate which immediately prior to the Effective Time represented outstanding shares of MKTY-NY Common Stock (an "MKTY-NY Stock Certificate") shall be deemed for all purposes to evidence ownership of, and to represent, the number of shares of MKTY-NV Common Stock into which the shares of MKTY-NY Common Stock represented by such MKTY-NY Stock Certificate immediately prior to the Effective Time have been converted pursuant to this Agreement. The registered holder of any MKTY-NY Stock Certificate outstanding immediately prior to the Effective Time, as such holder appears in the books and records of MKTY-NY (or of the transfer agent in respect of the MKTY-NY Common Stock), immediately prior to the Effective Time, shall, until such MKTY-NY Stock Certificate is surrendered for transfer or exchange, have and be entitled to exercise any voting and other rights with respect to and to receive any dividends or other distributions on the shares of MKTY-NV Common Stock into which the shares of MKTY-NY Common Stock represented by any such MKTY-NY Stock Certificate have been converted pursuant to this Agreement. (b) Each holder of an MKTY-NY Stock Certificate shall, upon the surrender of such MKTY-NY Stock Certificate to the Surviving Corporation (or the transfer agent in respect of the MKTY-NY Common Stock) for cancellation after the Effective Time, be entitled to receive from the Surviving Corporation (or the transfer agent in respect of the MKTY-NV Common Stock), a certificate (an "MKTY-NV Stock Certificate") representing the number of shares of MKTY-NV Common Stock into which the shares of MKTY-NY Common Stock represented by such MKTY-NY Stock Certificate have been converted pursuant to this Agreement. If any such MKTY-NV Stock Certificate is to be issued in a name other than that in which the MKTY-NY Stock Certificate surrendered for exchange is registered, such exchange shall be conditioned upon (i) the MKTY-NY Stock Certificate so surrendered being properly endorsed or otherwise in proper form for transfer and (ii) the person requesting such exchange either paying any transfer or other taxes required by reason of the issuance of the MKTY-NV Stock Certificate in a name other than that of the registered holder of the MKTY-NY Stock Certificate surrendered, or establishing to the satisfaction of the Surviving Corporation, or the transfer agent in respect of the MKTY-NV Common Stock, that such tax has been paid or is not applicable. (c) Where no MKTY-NY Stock Certificate has been issued in the name of a holder of shares of MKTY-NY Common Stock, a "book entry" (i.e., a computerized or manual entry) shall be made in the stockholder records of the Surviving Corporation to evidence the issuance to such holder of an equal number of shares of MKTY-NV Common Stock.

Exchange Mechanics. (a) At and after the Effective Time, each share certificate which immediately prior to the Effective Time represented outstanding shares of MKTY-NY Contango Delaware Common Stock (an "MKTY-NY Stock a “Delaware Certificate"”) shall be deemed for all purposes to evidence ownership of, and to represent, the number of shares of MKTY-NV Contango Texas Common Stock into which the shares of MKTY-NY Contango Delaware Common Stock represented by such MKTY-NY Stock Delaware Certificate immediately prior to the Effective Time have been converted pursuant to this Agreement. The registered holder of any MKTY-NY Stock Delaware Certificate outstanding immediately prior to the Effective Time, as such holder appears in the books and records of MKTY-NY Contango Delaware (or of the transfer agent in respect of the MKTY-NY Contango Delaware Common Stock), immediately prior to the Effective Time, shall, until such MKTY-NY Stock Delaware Certificate is surrendered for transfer or exchange, have and be entitled to exercise any voting and other rights with respect to and to receive any dividends or other distributions on the shares of MKTY-NV Contango Texas Common Stock into which the shares of MKTY-NY Contango Delaware Common Stock represented by any such MKTY-NY Stock Delaware Certificate have been converted pursuant to this Agreement. (b) Each holder of an MKTY-NY Stock a Delaware Certificate shall, upon the surrender of such MKTY-NY Stock Delaware Certificate to the Surviving Corporation (or the transfer agent in respect of the MKTY-NY Contango Texas Common Stock) for cancellation after the Effective Time, be entitled to receive from the Surviving Corporation (or the transfer agent in respect of the MKTY-NV Contango Texas Common Stock), a certificate (an "MKTY-NV Stock a “Texas Certificate"”) representing the number of shares of MKTY-NV Contango Texas Common Stock into which the shares of MKTY-NY Contango Delaware Common Stock represented by such MKTY-NY Stock Delaware Certificate have been converted pursuant to this Agreement. If any such MKTY-NV Stock Texas Certificate is to be issued in a name other than that in which the MKTY-NY Stock Delaware Certificate surrendered for exchange is registered, such exchange shall be conditioned upon (i) the MKTY-NY Stock Delaware Certificate so surrendered being properly endorsed or otherwise in proper form for transfer and (ii) the person requesting such exchange either paying any transfer or other taxes required by reason of the issuance of the MKTY-NV Stock Texas Certificate in a name other than that of the registered holder of the MKTY-NY Stock Delaware Certificate surrendered, or establishing to the satisfaction of the Surviving Corporation, or the transfer agent in respect of the MKTY-NV Contango Texas Common Stock, that such tax has been paid or is not applicable. (c) Where no MKTY-NY Stock Delaware Certificate has been issued in the name of a holder of shares of MKTY-NY Contango Delaware Common Stock, a "“book entry" ” (i.e., a computerized or manual entry) shall be made in the stockholder shareholder records of the Surviving Corporation to evidence the issuance to such holder of an equal number of shares of MKTY-NV Contango Texas Common Stock.