Termination of Exchange Process. Any Parent Common Stock that remains unclaimed due to an inability to deliver to a former record holder of Company Common Stock, following commercially reasonable attempts by Parent to confirm the correct address for delivery, at the first anniversary of the Issuance Date may be deemed “abandoned property” subject to applicable abandoned property, escheat and other similar laws in the State or Country in which the former record holder resides. None of the Company, Parent, Acquisition Corp. or the Surviving Corporation shall be liable to any person in respect of any Parent Company Stock delivered to a public official pursuant to any applicable abandoned property, escheat or similar law upon proof by Parent or the Company that a Letter of Transmittal was sent to the record address of such holder indicated on the Company’s duly certified shareholder list.
Appears in 2 contracts
Sources: Merger Agreement (Smart Kids Group Inc.), Merger Agreement (Smart Kids Group Inc.)