Common use of Non-Residents Clause in Contracts

Non-Residents. Notwithstanding anything else herein contained, no Amalco Shares shall be delivered to any shareholder of the Target or the Acquiror who is, or who appears to the Amalgamated Corporation to be, a resident or citizen of the United States or any territory or possession thereof or any person who is, or who appears to the Amalgamated Corporation to be, a resident of any other foreign country unless the Amalgamated Corporation is satisfied that Amalco Shares may be lawfully delivered in the United States or in such other foreign country without further action by the Amalgamated Corporation.