Common use of Termination of Fund; Abandoned Property; No Liability Clause in Contracts

Termination of Fund; Abandoned Property; No Liability. At any time following twelve (12) months after the Effective Time, the Surviving Corporation shall be entitled to require the Paying Agent to deliver to it any funds (including any interest received with respect thereto) made available to the Paying Agent and not disbursed to holders of Certificates, and thereafter such holders shall be entitled to look only to the Surviving Corporation (subject to abandoned property, escheat or other similar Laws) only as general creditors thereof with respect to the Merger Consideration payable upon due surrender of their Certificates and compliance with the procedures in Section 2.2(b), without interest and less any withholding of Taxes required by applicable Law in accordance with Section 2.2(e). Notwithstanding the foregoing, neither the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate for Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Termination of Fund; Abandoned Property; No Liability. At any time following twelve (12) nine months after the Effective Time, the Surviving Corporation Company shall be entitled to require the Paying Exchange Agent to deliver to it any funds portion of the Exchange Fund (including any interest received with respect thereto) made available to the Paying Agent and not disbursed to holders of CertificatesShares, and thereafter such holders shall be entitled to look only to the Surviving Corporation Company (subject to abandoned property, escheat or other similar Laws) only as general creditors thereof with respect to the Merger Consideration payable upon due surrender of their Certificates Shares and compliance with the procedures set forth in Section 2.2(b), and any dividends or distributions with respect to Parent Common Stock as contemplated by Section 2.2(c), in each case, without interest and less any withholding of Taxes required by applicable Law in accordance with Section 2.2(e)interest. Notwithstanding the foregoing, neither the Surviving Corporation Company nor the Paying Exchange Agent shall be liable to any holder of a Certificate Share for Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.