Common use of Payment Agent to Return Merger Consideration Clause in Contracts

Payment Agent to Return Merger Consideration. At any time following the date that is six months following the Effective Time, Parent shall be entitled to require the Payment Agent to deliver to Parent or its designated successor or assign all cash amounts that have been deposited with the Payment Agent pursuant to Section 2.3(b)(i), and any and all interest thereon or other income or proceeds thereof, not disbursed to the holders of Company Stock Certificates pursuant to Section 2.3(d), and thereafter the holders of Company Stock Certificates shall be entitled to look only to Parent (subject to the terms of Section 2.3(i)) only as general creditors thereof with respect to any and all cash amounts that may be payable to such holders of Company Stock Certificates pursuant to Section 1.3 upon the due surrender of such Company Stock Certificates and duly executed Exchange Documents in the manner set forth in Section 2.3(d). No interest shall be payable for the cash amounts delivered to Parent pursuant to the provisions of this Section 2.3(g) and which are subsequently delivered to the holders of Company Stock Certificates.

Appears in 2 contracts

Sources: Merger Agreement, Merger Agreement (Docusign Inc)

Payment Agent to Return Merger Consideration. At any time following the date that is six months one (1) year following the Effective Time, Parent shall be entitled to require the Payment Agent to deliver to Parent or its designated successor or assign all cash amounts that have been deposited with the Payment Agent pursuant to Section 2.3(b)(i), and any and all interest thereon or other income or proceeds thereof, not disbursed to the holders of Company Stock Certificates Security Holders pursuant to Section 2.3(d), and thereafter the holders of Company Stock Certificates Security Holders shall be entitled to look only to Parent (subject to the terms of Section 2.3(i)) only as general creditors thereof with respect to any and all cash amounts that may be payable to such holders of Company Stock Certificates Security Holders pursuant to Section 1.3 upon the due surrender of such Company Stock Certificates and duly executed Exchange Documents in the manner set forth in Section 2.3(d). No interest shall be payable to the Company Security Holders for the cash amounts delivered to Parent pursuant to the provisions of this Section 2.3(g) and which are subsequently delivered to the holders of Company Stock CertificatesSecurity Holders.

Appears in 1 contract

Sources: Merger Agreement (Danimer Scientific, Inc.)

Payment Agent to Return Merger Consideration. At any time following the date that is six months last day of the sixth month following the Effective Time, Parent shall be entitled to require the Payment Agent to deliver to Parent or its designated successor or assign all cash amounts that have been deposited with the Payment Agent pursuant to Section 2.3(b)(i), and any and all interest thereon or other income or proceeds thereof, that have not been disbursed to the holders of Company Stock Certificates pursuant to Section 2.3(d2.3(c), and thereafter the holders of Company Stock Certificates shall be entitled to look only to Parent (subject to the terms of Section 2.3(i2.3(h)) only as general creditors thereof with respect to any and all cash amounts and shares of Parent Class A Common Stock that may be payable to such holders of Company Stock Certificates pursuant to Section 1.3 upon the due surrender of such Company Stock Certificates and duly executed Exchange Documents in the manner set forth in Section 2.3(d2.3(c). No interest shall be payable for the cash amounts delivered to Parent pursuant to the provisions of this Section 2.3(g2.3(f) and which are subsequently delivered to the holders of Company Stock Certificates.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Square, Inc.)

Payment Agent to Return Merger Consideration. At any time following the date that is six months last day of the sixth month following the Effective Time, Parent Acquiror shall be entitled to require the Payment Agent to deliver to Parent Acquiror or its designated successor or assign all cash amounts that have been deposited with the Payment Agent pursuant to Section 2.3(b)(i), and any and all interest thereon or other income or proceeds thereof, not disbursed to the holders of Company Stock Certificates pursuant to Section 2.3(d2.3(c), and thereafter the holders of Company Stock Certificates shall be entitled to look only to Parent Acquiror (subject to the terms of Section 2.3(i2.3(h)) only as general creditors thereof with respect to any and all cash amounts that may be payable to such holders of Company Stock Certificates pursuant to Section 1.3 upon the due surrender of such Company Stock Certificates and duly executed Exchange Documents in the manner set forth in Section 2.3(d2.3(c). No interest shall be payable for the cash amounts delivered to Parent Acquiror pursuant to the provisions of this Section 2.3(g2.3(f) and which are subsequently delivered to the holders of Company Stock Certificates.

Appears in 1 contract

Sources: Merger Agreement (Acxiom Corp)