Common use of Exchange of Interests Clause in Contracts

Exchange of Interests. As soon as practicable after the Effective Time, the Shareholders shall surrender to TMP certificate(s) representing all of the issued and outstanding Equity Interests, with all necessary stock transfer and other documentary stamps attached, stock powers and any other documents that are necessary to transfer to TMP good and marketable title to the Common Stock free and clear of all Liens (as defined in SECTION 10.10), including any and all assignment and transfer documents as reasonably requested by TMP (the "TRANSFER DOCUMENTS"). Upon such surrender, such certificates shall forthwith be canceled and the holders thereof shall be entitled to receive the Merger Consideration in accordance with this ARTICLE II, subject to the post-closing adjustment.