Common use of Surrender and Exchange of Certificates Clause in Contracts

Surrender and Exchange of Certificates. Promptly after the Effective Time and upon (i) surrender of a certificate or certificates representing shares of Company Common Stock that were outstanding immediately prior to the Effective Time or an affidavit and indemnification in form reasonably acceptable to counsel for the Parent stating that such Stockholder has lost its certificate or certificates or that such have been destroyed and (ii) delivery of a Representation Letter (as described in Section 4 hereof), Parent shall issue to each record holder of the Company Common Stock surrendering such certificate or certificates and Representation Letter, a certificate or certificates registered in the name of such Stockholder representing the number of shares of Parent Common Stock that such Stockholder shall be entitled to receive as set forth in Section 1.5(a)(ii) hereof. Until the certificate, certificates or affidavit is or are surrendered together with the Representation letter as contemplated by this Section 1.6 and Section 4 hereof, each certificate or affidavit that immediately prior to the Effective Time represented any outstanding shares of Company Common Stock shall be deemed at and after the Effective Time to represent only the right to receive upon surrender as aforesaid 1.2053301 shares of Parent Common Stock for each share of Company Stock previously held or to perfect any rights of appraisal which such holder may have pursuant to the applicable provisions of the DGCL.

Surrender and Exchange of Certificates. Promptly after the Effective Time and upon (ia) surrender of a certificate or certificates representing shares of Company Common Stock that were outstanding immediately prior to the Effective Time or an affidavit and indemnification in form reasonably acceptable to counsel for the Parent stating that such Stockholder has lost its certificate or certificates or that such have been destroyed and (iib) delivery of a Representation Letter of Transmittal (as described in Section 4 Article IV hereof), Parent shall issue to each record holder of the Company Common Stock surrendering such certificate certificate, certificates or certificates affidavit and Representation LetterLetter of Transmittal, a certificate or certificates registered in the name of such Stockholder representing the number of shares of Parent Common Stock that such Stockholder shall be entitled to receive as set forth in Section 1.5(a)(ii1.06(a)(ii) hereof. Until the certificate, certificates or affidavit is or are surrendered together with the Representation letter Letter of Transmittal as contemplated by this Section 1.6 1.07 and Section 4 Article IV hereof, each certificate or affidavit that immediately prior to the Effective Time represented any outstanding shares of Company Common Stock shall be deemed at and after the Effective Time to represent only the right to receive upon surrender as aforesaid 1.2053301 shares of the Parent Common Stock specified in Schedule 1.06(a)(ii) for each share of Company Stock previously held or to perfect any rights of appraisal which such the holder may have pursuant to the applicable provisions of the DGCLthereof.

Surrender and Exchange of Certificates. Promptly after the Effective Time and upon (ia) surrender of a certificate or certificates representing shares of Company Common Stock that were outstanding immediately prior to the Effective Time or an affidavit and indemnification in form reasonably acceptable to counsel for the Parent stating that such Stockholder has lost its certificate or certificates or that such have been destroyed and (iib) delivery of a Representation Letter Consent Agreement (as described in Section 4 Article IV hereof), Parent shall issue to each record holder of the Company Common Stock surrendering such certificate certificate, certificates or certificates affidavit and Representation LetterConsent Agreement, a certificate or certificates registered in the name of such Stockholder representing the number of shares of Parent Common Stock that such Stockholder shall be entitled to receive as set forth in Section 1.5(a)(ii1.06(a)(ii) hereof. Until the certificate, certificates or affidavit is or are surrendered together with the Representation letter Consent Agreement as contemplated by this Section 1.6 1.07 and Section 4 Article IV hereof, each certificate or affidavit that immediately prior to the Effective Time represented any outstanding shares of Company Common Stock shall be deemed at and after the Effective Time to represent only the right to receive upon surrender as aforesaid 1.2053301 shares of the Parent Common Stock specified in Schedule 1.06 hereof for each share of Company Stock previously held the holder thereof or to perfect any rights of appraisal which that such holder may have pursuant to the applicable provisions of the DGCL.

Surrender and Exchange of Certificates. Promptly after the Effective Time and upon (i) surrender of a certificate or certificates representing shares of Company Common Stock that were outstanding immediately prior to the Effective Time or an affidavit and indemnification in form reasonably acceptable to counsel for the Parent stating that such Stockholder has lost its their certificate or certificates or that such have been destroyed and (ii) delivery of a Representation Letter of Transmittal (as described in Section 4 hereof), Parent shall issue to each record holder of the Company Common Stock surrendering such certificate or certificates and Representation LetterLetter of Transmittal, a certificate or certificates registered in the name of such Stockholder representing the number of shares of Parent Common Stock that such Stockholder shall be entitled to receive as set forth in Section 1.5(a)(ii) hereof. Until the certificate, certificates or affidavit is or are surrendered together with the Representation letter Letter of Transmittal as contemplated by this Section 1.6 and Section 4 hereof, each certificate or affidavit that immediately prior to the Effective Time represented any outstanding shares of Company Common Stock shall be deemed at and after the Effective Time to represent only the right to receive upon surrender as aforesaid 1.2053301 shares of the Parent Common Stock specified in Schedule 1.5 hereof for each share of Company Stock previously held the holder thereof or to perfect any rights of appraisal which such holder may have pursuant to the applicable provisions of the DGCLGCL.

Surrender and Exchange of Certificates. Promptly after the Effective Time and upon (i) surrender of a certificate or certificates representing shares of Company Common Stock that were outstanding immediately prior to the Effective Time or an affidavit and indemnification in form reasonably acceptable to counsel for the Parent stating that such Stockholder Shareholder has lost its their certificate or certificates or that such have been destroyed and (ii) delivery of a Representation Letter (as described of Transmittal in Section 4 hereof)a form satisfactory to Parent, Parent shall issue to each record holder of the Company Common Stock surrendering such certificate or certificates and Representation LetterLetter of Transmittal, a certificate or certificates registered in the name of such Stockholder Shareholder representing the number of shares of Parent Common Stock that such Stockholder Shareholder shall be entitled to receive as set forth in Section 1.5(a)(ii) hereof. Until the certificate, certificates or affidavit is or are surrendered together with the Representation letter Letter of Transmittal as contemplated by this Section 1.6 and Section 4 hereof1.6, each certificate or affidavit that immediately prior to the Effective Time represented any outstanding shares of Company Common Stock shall be deemed at and after the Effective Time to represent only the right to receive upon surrender as aforesaid 1.2053301 shares of the Parent Common Stock specified in Schedule 1.5 hereof for each share of Company Stock previously held the holder thereof or to perfect any rights of appraisal which such holder may have pursuant to the applicable provisions of the DGCLNJBCA.

Surrender and Exchange of Certificates. Promptly after the Effective Time and upon (i) surrender of a certificate or certificates representing shares of Company Common Stock that were outstanding immediately prior to the Effective Time or an affidavit and indemnification in form reasonably acceptable to counsel for the Parent stating that such Stockholder has lost its certificate or certificates or that such have been destroyed and (ii) delivery of a Representation Letter of Transmittal (as described in Section 4 hereof), Parent shall issue to each record holder of the Company Common Stock surrendering such certificate or certificates and Representation LetterLetter of Transmittal, a certificate or certificates registered in the name of such Stockholder representing the number of shares of Parent Common Stock that such Stockholder shall be entitled to receive as set forth in Section 1.5(a)(ii) hereof. Until the certificate, certificates or affidavit is or are surrendered together with the Representation letter Letter of Transmittal as contemplated by this Section 1.6 and Section 4 hereof, each certificate or affidavit that immediately prior to the Effective Time represented any outstanding shares of Company Common Stock shall be deemed at and after the Effective Time to represent only the right to receive upon surrender as aforesaid 1.2053301 shares one share of Parent Common Stock for each share of Company Stock previously held the holder thereof or to perfect any rights of appraisal which such holder may have pursuant to the applicable provisions of the DGCL.