Common use of Closing of the Company’s Transfer Books Clause in Contracts

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled and exchanged for the Merger Consideration as provided in this Article III.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Move Inc), Agreement and Plan of Merger (News Corp)

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Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of capital stock of the Company shall thereafter be mademade thereafter. If, If after the Effective Time, Time Company Certificates or Book-Entry Shares are presented to the Surviving Corporation for transferCorporation, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Rock-Tenn CO), Agreement and Plan of Merger (Rock-Tenn CO)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no transfer further registration of transfers on the records of the Surviving Company of Company Shares shall thereafter be made. If, after that were outstanding immediately prior to the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled and exchanged for the Merger Consideration as provided in this Article III.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Transcat Inc), Agreement and Plan of Merger (Transcat Inc)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIII.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Endo Pharmaceuticals Holdings Inc), Agreement and Plan of Merger (American Medical Systems Holdings Inc)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled canceled and exchanged for payment of the Merger Consideration as provided in this Article IIIII, subject to Section 2.01 in the case of Dissenting Shares.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Harrahs Entertainment Inc)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Units shall thereafter be mademade thereafter. If, If after the Effective Time, Time Certificates or Book-Entry Shares are presented to Parent or the Surviving Corporation for transferCompany, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIISection 2.11.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CyrusOne Inc.)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of shares of Common Stock, Preferred Stock, Options and Option Shares shall thereafter be mademade thereafter. If, If after the Effective Time, Time Certificates or Book-Entry Shares are presented to Buyer or the Surviving Corporation for transferCorporation, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIIV.

Appears in 1 contract

Samples: Agreement and Plan of Merger (IPC Systems Holdings Corp.)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be mademade thereafter. If, If after the Effective Time, Time Certificates or Book-Entry Shares are presented to Buyer or the Surviving Corporation for transferCompany, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article III.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pq Corp)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIARTICLE II.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Radisys Corp)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled canceled and exchanged for the Merger Consideration without any interest thereon as provided in this Article IIIII, subject to applicable Law in the case of Dissenting Shares.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Angelica Corp /New/)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation or the Surviving Entity for transfer, they shall be cancelled and exchanged for the Merger Consideration as provided for in this Article IIIAgreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (SoFi Technologies, Inc.)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of Company Common Stock or Company Stock Options shall thereafter be mademade thereafter. If, If after the Effective Time, Time Company Certificates or Book-Entry Shares are presented to the Surviving Corporation for transferCorporation, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIAgreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Neff Rental LLC)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation Entity for transfer, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIII.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Meadow Valley Corp)

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Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made; provided, that trades effected prior the Effective Time shall be recorded in accordance with customary settlement procedures. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIII.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Osteotech Inc)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIII, subject to applicable Law in the case of Dissenting Shares.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aleris International, Inc.)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article ‎Article III.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Zeneca, Inc.)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transfer, they shall be cancelled canceled and exchanged for the Merger Consideration Consolidation as provided in this Article IIIII.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Restore Medical, Inc.)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be mademade thereafter. IfIn the event that, after the Effective Time, Certificates or Book-Entry certificates representing Shares are presented to the Surviving Corporation for transferCorporation, they shall be cancelled and exchanged for canceled against delivery of the applicable Merger Consideration as provided in this Article III3.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Smucker J M Co)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of Company Common Stock shall thereafter be made. If, If after the Effective Time, Certificates or Book-Entry Shares Time certificates previously representing shares of Company Common Stock are presented to the Surviving Corporation for transferor its transfer agent, they shall be cancelled canceled and exchanged for the Merger Consideration as provided in this Article IIIConsideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Park Pharmacy Corp)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and with respect to all Company Shares outstanding immediately prior to the Effective Time. After the Effective Time, there shall be no further registration of the transfer of Shares shall thereafter be madeCompany Shares. If, after the Effective Time, Certificates or Book-Entry Company Shares are presented to the Surviving Corporation for transferExchange Agent, they shall be cancelled canceled and shall be exchanged for the Per Share Merger Consideration as provided for, and in accordance with the procedures set forth in this Article IIIII.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Covisint Corp)

Closing of the Company’s Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and with respect to all Company Shares outstanding immediately prior to the Effective Time. After the Effective Time, there shall be no further registration of the transfer of Shares shall thereafter be madeCompany Shares. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation for transferExchange Agent, they shall be cancelled canceled and shall be exchanged for the applicable Per Share Merger Consideration as provided for and in accordance with the procedures set forth in this Article IIIII.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Advanced Environmental Recycling Technologies Inc)

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