Transfers of Ownership. If any certificate for shares of Company Common Stock 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 the Company or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Common Stock in any name other than that of the registered holder of the certificate surrendered, or established to the satisfaction of the Company or any agent designated by it that such tax has been paid or is not payable.
Appears in 4 contracts
Sources: Business Combination Agreement (Pure Acquisition Corp.), Business Combination Agreement (HighPeak Energy, Inc.), Business Combination Agreement (Pure Acquisition Corp.)
Transfers of Ownership. If any certificate for shares of Company Acquiror Common Stock is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it will shall be a condition of the issuance thereof that the Certificate so surrendered will be is properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to Acquiror or the Company or any agent designated by it Exchange Agent any transfer or other taxes Taxes (as defined in Section 2.13) required by reason of the issuance of a certificate for shares of Company Acquiror Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the satisfaction of Acquiror or the Company or any agent designated by it Exchange Agent that such tax Tax has been paid or is not payable.
Appears in 4 contracts
Sources: Merger Agreement (Silicon Laboratories Inc), Agreement and Plan of Reorganization (Human Genome Sciences Inc), Merger Agreement (Covista Communications Inc)
Transfers of Ownership. If any certificate certificates for shares of Company Common Stock is are to be issued in a name other than that in which the Certificate Certificates surrendered in exchange therefor is are registered, it will shall be a condition of to the issuance thereof that the Certificate 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 the Company or any agent designated by it Company any transfer or other taxes required by reason of the issuance of a certificate Certificates for shares of Company Common Stock in any name other than that of the registered holder holders of the certificate Certificates surrendered, or established to the satisfaction of the Company or any agent designated by it that such tax has been paid or is not payable.
Appears in 2 contracts
Sources: Merger Agreement (Maxtor Corp), Agreement and Plan of Merger and Reorganization (Maxtor Corp)
Transfers of Ownership. If any certificate for shares of Company Buyer ---------------------- Common Stock 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 the Company or any agent designated by it Buyer any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Buyer Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the satisfaction of the Company Buyer or any agent designated by it that such tax has been paid or is not payable.
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (Healthcentral Com), Agreement and Plan of Reorganization (Healthcentral Com)
Transfers of Ownership. If any certificate for shares securities of the Company Common Stock is are to be issued in a name other than that in which 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 (or accompanied by an appropriate instrument of transfer) and otherwise in proper form for transfer and that the person requesting such exchange will have paid to the Company or any agent designated by it any transfer or other taxes Taxes required by reason of the issuance of a certificate for shares securities of the Company Common Stock in any name other than that of the registered holder of the certificate surrendered, or established to the satisfaction of the Company or any agent designated by it that such tax Tax has been paid or is not payable.
Appears in 2 contracts
Sources: Merger Agreement (Nukkleus Inc.), Merger Agreement (Brilliant Acquisition Corp)
Transfers of Ownership. If any certificate for shares of Company Buyer Common Stock 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 the Company Buyer or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Buyer Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the satisfaction of the Company Buyer or any agent designated by it that such tax has been paid or is not payable.
Appears in 2 contracts
Sources: Merger Agreement (Vizacom Inc), Merger Agreement (Vizacom Inc)
Transfers of Ownership. If any certificate for shares of Company Acquiror Common Stock 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 such 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 the Company Acquiror or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Acquiror Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the reasonable satisfaction of the Company Acquiror 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 (PDF Solutions Inc)
Transfers of Ownership. If any certificate for shares of Company Parent Corporation Common Stock is to be issued in a name other than that in which the Certificate certificate surrendered in exchange therefor is registered, it will shall 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 shall have paid to the Company Acquiring Corporation or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Parent Corporation Common Stock in any name other than that of the registered holder of the certificate surrendered, or established to the satisfaction of the Company Acquiring Corporation 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 (Americom Usa Inc)
Transfers of Ownership. If any certificate for shares of Company EAST Common Stock 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 the Company EAST or any agent person designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company EAST Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the satisfaction of the Company EAST or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Transfers of Ownership. If any certificate for certificates representing shares of Company Holdings Common Stock is are to be issued in a name other than that in which the Certificate Certificates surrendered in exchange therefor is are registered, it will be a condition of the issuance thereof that the Certificate 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 the Company Exchange Agent or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for certificates representing shares of Company Holdings Common Stock in any name other than that of the registered holder of the certificate Certificates surrendered, or established to the satisfaction of the Company Exchange Agent or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Sources: Contribution and Merger Agreement (Catalytica Energy Systems Inc)
Transfers of Ownership. If payment for any certificate for shares of Company Common Stock is to be issued made in a name other than that in which the Certificate surrendered in exchange therefor therefore is registered, it will be a condition of to 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 the Company Buyer or any agent designated by it any transfer or other taxes Taxes (as defined herein) required by reason of the issuance of a certificate payment for shares of Company Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or have established to the satisfaction of the Company Buyer or any agent designated by it that such tax has or Taxes have been paid or is are not payable.
Appears in 1 contract
Sources: Agreement and Plan of Merger (Sycamore Networks Inc)
Transfers of Ownership. If any certificate for shares of Company Common Holdings Stock is to be issued in a name other than that in which 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 the Company Holdings or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Common Holdings Stock in any name other than that of the registered holder of the certificate surrendered, or established to the satisfaction of the Company Holdings or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Sources: Merger Agreement (Global Services Partners Acquisition Corp.)
Transfers of Ownership. If any certificate for shares of Company Common Stock is are to be issued delivered in a name other than that in which the Certificate surrendered in exchange therefor is registered, it will be a condition of the issuance delivery 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 the Company or any agent designated by it any transfer or other taxes required by reason of the issuance delivery of a certificate for shares of Company Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or shall have established to the satisfaction of the Company or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Transfers of Ownership. If any certificate for certificates representing shares of Company Common Stock is are to be issued in a name other than that in which the Certificate Certificates surrendered in exchange therefor is are registered, it will be a condition of the issuance thereof that the Certificate 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 the Company Parent or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for certificates representing shares of Company Common Stock in any name other than that of the registered holder of the certificate Certificates surrendered, or established to the satisfaction of the Company or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Transfers of Ownership. If any certificate for shares of Company Buyer Common Stock 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 to 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 the Company Buyer or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Buyer Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the satisfaction of the Company Buyer or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Sources: Merger Agreement (Vizacom Inc)
Transfers of Ownership. If any certificate Certificates for shares of Company ---------------------- Common Stock is are to be issued in a name other than that in which the Certificate Certificates surrendered in exchange therefor is are registered, it will shall be a condition of to the issuance thereof that the Certificate 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 the Company or any agent designated by it Company any transfer or other taxes required by reason of the issuance of a certificate Certificates for shares of Company Common Stock in any name other than that of the registered holder holders of the certificate Certificates surrendered, or established to the satisfaction of the Company 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 (Quantum Corp /De/)
Transfers of Ownership. If any certificate for shares of Company AVANT Common Stock 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 the Company AVANT or any agent person designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company AVANT Common Stock in any name other than that of the registered holder of the certificate surrendered, or established to the satisfaction of the Company AVANT or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Transfers of Ownership. If any certificate for shares of Company Common Acquiror Capital Stock 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 such 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 the Company Acquiror or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Common Acquiror Capital Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the satisfaction of the Company Acquiror or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Sources: Merger Agreement (Paypal Inc)
Transfers of Ownership. If any certificate for shares of Company Acquiror Common Stock is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it will shall be a condition of the issuance thereof that the Certificate so surrendered will be is properly endorsed and otherwise in proper form for transfer and that the person requesting such exchange will have paid to the Company Acquiror, or any agent designated by it it, any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Acquiror Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the reasonable satisfaction of the Company Acquiror or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Sources: Merger Agreement (Microtune Inc)
Transfers of Ownership. If any certificate for shares of Company Acquiror Common Stock is to be issued in a name other than that in which the Company Certificate surrendered in exchange therefor is registered, it will be a condition of to the issuance thereof that the Company Certificate so surrendered will be properly endorsed and otherwise in proper form for transfer and that the person Person requesting such the exchange will have has (i) paid to the Company or any agent designated by it any transfer or other taxes required by reason of the issuance of a the certificate for shares of Company Common Stock in any name other than that the name of the registered holder of the certificate surrendered, Company Certificate or (ii) established to the satisfaction of the Company or Exchange Agent that any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Sources: Merger Agreement (White William S)
Transfers of Ownership. If any certificate for shares of Company Common Stock is to be issued in a name other than that in which 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 the Company or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company Common Stock in any name other than that of the registered holder of the certificate surrendered, or established to the satisfaction of the Company or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Transfers of Ownership. If any certificate certificates for shares of Company ---------------------- Common Stock is are to be issued in a name other than that in which the Certificate Certificates surrendered in exchange therefor is are registered, it will shall be a condition of to the issuance thereof that the Certificate 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 the Company or any agent designated by it Company any transfer or other taxes required by reason of the issuance of a certificate Certificates for shares of Company Common Stock in any name other than that of the registered holder holders of the certificate Certificates surrendered, or established to the satisfaction of the Company or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Sources: Merger Agreement (Quantum Corp /De/)
Transfers of Ownership. If any certificate for shares of Company BOTH Common Stock is to be issued pursuant to the Merger in a name other than that in which the Certificate surrendered in exchange therefor therefore 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 the Company BOTH or any agent designated by it any transfer or other taxes required by reason of the issuance of a certificate for shares of Company BOTH Common Stock in any name other than that of the registered holder of the certificate Certificate surrendered, or established to the satisfaction of the Company BOTH or any agent designated by it that such tax has been paid or is not payable.
Appears in 1 contract
Sources: Merger Agreement (Bioethics LTD)