Common use of Cancellation of Certain Shares Clause in Contracts

Cancellation of Certain Shares. Any Shares that are owned by the Company and not held on behalf of third parties and any Dissenting Shares, in each case, that are issued and outstanding immediately prior to the Effective Time, shall, by virtue of the Merger and without any action on the part of the holder of such Shares, cease to be outstanding, be cancelled without payment of any consideration therefor and cease to exist, subject to any rights the holder thereof may have under Section 4.02(g).

Appears in 2 contracts

Samples: Merger Agreement (Eargo, Inc.), Merger Agreement (Convey Health Solutions Holdings, Inc.)

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Cancellation of Certain Shares. Any Shares that are owned by the Company and not held on behalf of third parties parties, any Shares owned by Merger Sub and any Dissenting Shares, in each case, that are issued and outstanding immediately prior to the Effective Time, shall, by virtue of the Merger and without any action on the part of the holder of such Shares, cease to be outstanding, be cancelled without payment of any consideration therefor and cease to exist, subject to any rights the holder thereof may have under Section 4.02(g4.2(g).

Appears in 2 contracts

Samples: Merger Agreement (CD&R Associates VIII, Ltd.), Merger Agreement (Cornerstone Building Brands, Inc.)

Cancellation of Certain Shares. Any Shares Share that are is owned by the Company and not held on behalf of third parties and any Dissenting SharesShare owned by Xxxxxx Sub, in each case, that are is issued and outstanding immediately prior to the Effective Time, shall, by virtue of the Merger and without any action on the part of the holder of such Shares, automatically be retired, cease to be outstanding, be cancelled without payment of any consideration therefor and cease to exist, subject to any rights the holder thereof may have under Section 4.02(g).

Appears in 1 contract

Samples: Merger Agreement (Arc Document Solutions, Inc.)

Cancellation of Certain Shares. Any Shares that are owned by the Company and not held on behalf of third parties parties, any Shares owned by Parent or Merger Sub and any Dissenting Shares, in each case, that are issued and outstanding immediately prior to the Effective Time, shall, by virtue of the Merger and without any action on the part of the holder of such Shares, cease to be outstanding, be cancelled without payment of any consideration therefor and cease to exist, subject to any rights the holder thereof may have under Section 4.02(g4.2(g).

Appears in 1 contract

Samples: Merger Agreement (AgroFresh Solutions, Inc.)

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Cancellation of Certain Shares. Any Shares that are owned by the Company and not held on behalf of third parties parties, any Shares owned by Xxxxxx Sub and any Dissenting Shares, in each case, that are issued and outstanding immediately prior to the Effective Time, shall, by virtue of the Merger and without any action on the part of the holder of such Shares, cease to be outstanding, be cancelled without payment of any consideration therefor and cease to exist, subject to any rights the holder thereof may have under Section 4.02(g4.2(g).

Appears in 1 contract

Samples: Merger Agreement (Sharecare, Inc.)

Cancellation of Certain Shares. Any Shares that are owned by the Company and not held on behalf of third parties and any Dissenting Shares, in each case, that are issued and outstanding immediately prior to the Effective Time, shall, by virtue of the Merger and without any action on the part of the holder of such Shares, cease to be outstanding, be cancelled without payment of any consideration therefor and cease to exist, subject to any rights the holder thereof may have under Section ‎Section 4.02(g).

Appears in 1 contract

Samples: Merger Agreement (Convey Health Solutions Holdings, Inc.)

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