Common use of Transfers of Ownership Clause in Contracts

Transfers of Ownership. If any certificate for Parent Shares is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it will be a condition of the issuance thereof that the Certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for Parent Shares in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 3 contracts

Sources: Merger Agreement (Vons Companies Inc), Merger Agreement (Safeway Inc), Merger Agreement (Safeway Inc)

Transfers of Ownership. If any certificate for Parent Shares is payments are to be issued in disbursed to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 3 contracts

Sources: Merger Agreement (Solta Medical Inc), Merger Agreement (Logitech International Sa), Merger Agreement (Foxhollow Technologies, Inc.)

Transfers of Ownership. If any certificate for Parent Shares portion of the Merger Consideration is to be issued in disbursed pursuant to this Agreement to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance delivery thereof that the Company Stock Certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance disbursement of such portion of the Merger Consideration to a certificate for Parent Shares in any name Person other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 2 contracts

Sources: Merger Agreement, Merger Agreement (FOTV Media Networks Inc.)

Transfers of Ownership. If any certificate for Parent Shares is amounts are to be issued in disbursed pursuant to SECTION 1.6 hereof to a name person other than that in which the person or entity whose name is reflected on the Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance disbursement of cash amounts to a certificate for Parent Shares in any name person other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 2 contracts

Sources: Merger Agreement (Scansoft Inc), Agreement and Plan of Merger (Scansoft Inc)

Transfers of Ownership. If any certificate for Parent Shares is cash amounts are to be issued in disbursed pursuant to Section 1.6 hereof to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance disbursement of such cash amounts to a certificate for Parent Shares in any name Person other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 2 contracts

Sources: Merger Agreement (Nuance Communications, Inc.), Agreement and Plan of Merger (Nuance Communications, Inc.)

Transfers of Ownership. If any certificate for Parent Shares is cash amounts are to be issued in disbursed pursuant to Section 1.3(b) to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Total Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 2 contracts

Sources: Merger Agreement, Merger Agreement (Docusign Inc)

Transfers of Ownership. If any certificate for Parent Shares is cash amounts are to be issued in disbursed pursuant to Section 1.6 hereof to a name person other than that in which the person or entity whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance disbursement of such cash amounts to a certificate for Parent Shares in any name person other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 2 contracts

Sources: Merger Agreement (Gartner Inc), Agreement and Plan of Merger (Gartner Inc)

Transfers of Ownership. If any certificate for Parent Shares is cash amounts are to be issued in disbursed pursuant to Section 1.6 hereof to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Total Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 2 contracts

Sources: Merger Agreement (Salesforce Com Inc), Merger Agreement (Autodesk Inc)

Transfers of Ownership. If any certificate for Parent Shares is cash amounts are to be issued in a name disbursed pursuant to Section 1.6 hereof to any person other than that in which the person or entity whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefore, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason payment of any portion of the issuance of a certificate for Parent Shares Total Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Epicor Software Corp)

Transfers of Ownership. If any certificate for Parent Shares Merger Consideration is to be issued in a name other than that in which the Certificate Company Certificates surrendered in exchange therefor is are registered, it will be a condition of the issuance thereof that the Certificate Company Certificates so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person persons requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for Parent Shares the Merger Consideration in any name other than that of the registered holder of the certificate Company Certificates surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Ladenburg Thalmann Financial Services Inc)

Transfers of Ownership. If any certificate for Parent Shares portion of the Total Consideration is to be issued in a name disbursed pursuant to Section 1.6 hereof to any Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason payment of any portion of the issuance of a certificate for Parent Shares Total Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Altiris Inc)

Transfers of Ownership. If any certificate for Parent Shares is amounts are to be issued in disbursed pursuant to this Section 2.8 to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the merger consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Sirenza Microdevices Inc)

Transfers of Ownership. If any certificate for Parent Shares Merger Consideration is to be issued in disbursed pursuant to Section 1.3 to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

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

Transfers of Ownership. If any certificate for Parent Shares is payments are to be issued in made to a name Person other than that in which the Certificate Person whose name is reflected on the certificate representing the shares of Company Capital Stock surrendered in exchange therefor is registeredfor such payment, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Total Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Fossil Group, Inc.)

Transfers of Ownership. If any certificate for share of Parent Shares Preferred Stock is to be issued in to a name Person other than that in the Person to which the Certificate surrendered in exchange therefor is registered, it will shall be a condition of the issuance payment thereof that the Certificate so surrendered will shall be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will shall have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance payment of a certificate for Parent Shares cash in any name other than that of the registered holder of the certificate Certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Simex Technologies Inc)

Transfers of Ownership. If any certificate for Parent Shares is payments are to be issued in disbursed to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate or Company Warrant surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Limelight Networks, Inc.)

Transfers of Ownership. If any certificate for Parent Shares portion of the Merger Consideration is to be paid or issued in a name to any person other than that the person in which whose name the Certificate certificate surrendered in exchange therefor is registered, it will be a condition of the issuance thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Parent Shares Common Stock in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (New Era of Networks Inc)

Transfers of Ownership. If any certificate for Parent Shares is stock or cash amounts are to be issued disbursed in accordance with the terms hereof to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the merger consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Agreement and Plan of Merger and Reorganization (Supergen Inc)

Transfers of Ownership. If any certificate for Parent Shares consideration is to be issued in distributed to a name other than that in which the Company Certificate surrendered in exchange therefor is registered, it will be a condition of the issuance or delivery thereof that the Company Certificate so surrendered will shall be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent Parent, or any agent designated by it it, any transfer or other taxes Taxes required by reason of the issuance of a certificate for Parent Shares payment in cash to any name other than that of the registered holder of the certificate Company Certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 1 contract

Sources: Sale and Purchase of Shares Agreement (Nice Systems LTD)

Transfers of Ownership. If any certificate for Parent Shares consideration is to be issued in disbursed pursuant to Section 1.6 to a name Person other than that in which the Person whose name is reflected on the Legacy Unit Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance disbursement of such cash and/or equity amounts to a certificate for Parent Shares in any name Person other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Global Partner Acquisition Corp.)

Transfers of Ownership. If any certificate for Parent Shares is payments are to be issued in disbursed to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Actividentity Corp)

Transfers of Ownership. If any certificate for Parent Shares is payments are to be issued in disbursed to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Adjusted Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Align Technology Inc)

Transfers of Ownership. If any certificate for Parent Shares is payments are to be issued in disbursed to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Harmonic Inc)

Transfers of Ownership. If any certificate for Parent Shares is cash amounts are to be issued in disbursed pursuant to Section 1.6 hereof to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance delivery thereof that the Company Stock Certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance disbursement of such cash amounts to a certificate for Parent Shares in any name Person other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 1 contract

Sources: Draft Agreement (Rovi Corp)

Transfers of Ownership. If any certificate for Parent Shares portion of the Merger Consideration is to be issued in a name disbursed pursuant to Section 1.6(a) hereof to any Person other than that in which the Person whose name is reflected on a Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason payment of any portion of the issuance of a certificate for Parent Shares Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Pegasystems Inc)

Transfers of Ownership. If any certificate for Parent Shares is payments are to be issued in made to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Solarcity Corp)

Transfers of Ownership. If any certificate for Parent Shares portion of the Merger Consideration is to be issued in a name disbursed pursuant to Section 1.6 hereof to any Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason payment of any portion of the issuance of a certificate for Parent Shares Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Compuware Corp)

Transfers of Ownership. If any certificate for Parent Shares portion of the Total Consideration is to be issued in a name disbursed pursuant to Section 1.6 hereof to any Person other than that in which the Person whose name is reflected on the Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent Target or any agent designated by it any transfer or other taxes required by reason payment of any portion of the issuance of a certificate for Parent Shares Total Consideration in any name other than that of the registered holder of the certificate Certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Acquisition Agreement (Raser Technologies Inc)

Transfers of Ownership. If any certificate for Parent Shares Initial Consideration Amount is to be issued in distributed to a name other than that in which the Company Certificate surrendered in exchange therefor is registered, it will be a condition of the issuance or delivery thereof that the Company Certificate so surrendered will shall be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent Parent, or any agent designated by it it, any transfer or other taxes Taxes required by reason of the issuance of a certificate for Parent Shares payment in cash to any name other than that of the registered holder of the certificate Company Certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax Tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Stratasys Ltd.)

Transfers of Ownership. If any certificate for Parent Shares is cash amounts are to be issued in disbursed to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the Merger Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Taleo Corp)

Transfers of Ownership. If any certificate for Parent Shares is cash amounts are to be issued in a name disbursed pursuant to Section 1.6 hereof to person other than that in which the person or entity whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefore, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason payment of any portion of the issuance of a certificate for Parent Shares Total Consideration in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Epicor Software Corp)

Transfers of Ownership. If any certificate for Parent Shares is payments are to be issued in made to a name Person other than that in which the Person whose name is reflected on the Company Stock Certificate surrendered in exchange therefor is registeredtherefor, it will be a condition of the issuance or delivery thereof that the Certificate certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such exchange will have paid to Parent or any agent designated by it any transfer or other taxes required by reason of the issuance payment of a certificate for Parent Shares any portion of the amounts payable under this Agreement in any name other than that of the registered holder of the certificate surrendered, or have established to the reasonable satisfaction of Parent or any agent designated by it that such tax has been paid or is not payable.

Appears in 1 contract

Sources: Merger Agreement (Solarcity Corp)