Common use of Cancellation of Excluded Shares Clause in Contracts

Cancellation of Excluded Shares. Each Excluded Share shall cease to be outstanding, shall be cancelled without payment of any consideration therefor and shall cease to exist, subject to the right of the Record Holder of any Dissenting Shares to receive the payment for such Dissenting Shares pursuant to Section 2.9(f) and subject to the right of a holder of any shares of Company Restricted Stock that are not Dissenting Shares to receive the Restricted Stock Consideration therefor pursuant to Section 2.10(b).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Material Sciences Corp), Agreement and Plan of Merger (Integramed America Inc)

AutoNDA by SimpleDocs

Cancellation of Excluded Shares. Each Excluded Share shall will cease to be outstanding, shall be cancelled without payment of any consideration therefor and shall will cease to exist, subject to the right of the Record Holder of any Dissenting Shares Share to receive the any payment for such Dissenting Shares pursuant to under Section 2.9(f) and subject to the right of a holder of any shares of Company Restricted Stock that are not Dissenting Shares to receive the Restricted Stock Consideration therefor pursuant to Section 2.10(b3.2(g).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (G&k Services Inc), Agreement and Plan of Merger (Cintas Corp)

Cancellation of Excluded Shares. Each Excluded Share shall cease to be outstanding, shall be cancelled without any payment of any consideration therefor thereof and shall cease to existexist as of the Effective Time, subject to any rights the right of the Record Holder of any Dissenting Shares to receive the payment for such Dissenting Shares holder thereof may have pursuant to Section 2.9(f) and subject 4.4 with respect to the right of a holder of any shares of Company Restricted Stock Excluded Shares that are not Dissenting Shares to receive the Restricted Stock Consideration therefor or pursuant to Section 2.10(b)4.5(b) with respect to any Excluded Shares that are Company Restricted Shares.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ladenburg Thalmann Financial Services Inc.)

Cancellation of Excluded Shares. Each Excluded Share Share, by virtue of the Merger and without any action on the part of the holder thereof, shall cease to be outstanding, shall be cancelled without payment of any consideration therefor and shall cease to exist, subject to the right of the Record Holder of any Dissenting Shares to receive the payment for such Dissenting Shares pursuant to Section 2.9(f) and subject 4.2(g). As used in this Article IV, the term “Record Holder” means, with respect to any Shares, a Person who was, immediately prior to the right of a Effective Time, the holder of any shares record of Company Restricted Stock that are not Dissenting Shares to receive the Restricted Stock Consideration therefor pursuant to Section 2.10(b)such Shares.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Matrixx Initiatives Inc)

Cancellation of Excluded Shares. Each Excluded Share issued and outstanding immediately prior to the Effective Time shall cease to be outstanding, shall be cancelled without payment of any consideration therefor and shall cease to exist, subject to the right of the record holder (the “Record Holder Holder”) of any Dissenting Shares to receive the payment for such Dissenting Shares pursuant to Section 2.9(f) and subject to the right of a holder of any shares of Company Restricted Stock that are not Dissenting Shares to receive the Restricted Stock Consideration therefor pursuant to Section 2.10(b3.2(f).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sciquest Inc)

AutoNDA by SimpleDocs

Cancellation of Excluded Shares. Each Excluded Share shall cease to be outstanding, shall be cancelled without payment of any consideration therefor and shall cease to exist, subject to any rights the right of the Record Holder of any Dissenting Shares to receive the payment for such Dissenting Shares pursuant to holder thereof may have under Section 2.9(f) and subject to the right of a holder of any shares of Company Restricted Stock that are not Dissenting Shares to receive the Restricted Stock Consideration therefor pursuant to Section 2.10(b2.1(d).. (d)

Appears in 1 contract

Samples: Execution Version Agreement and Plan of Merger (DraftKings Inc.)

Cancellation of Excluded Shares. Each Excluded Share Share, by virtue of the Merger and without any action on the part of the holder thereof, shall cease to be outstanding, shall be cancelled without payment of any consideration therefor and shall cease to exist, subject to the right of the any Record Holder of any Dissenting Shares to receive the payment for such Dissenting Shares pursuant to Section 2.9(f) and subject to the right of a holder of any shares of Company Restricted Stock that are not Dissenting Shares to receive the Restricted Stock Consideration therefor pursuant to Section 2.10(b4.2(g).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rf Monolithics Inc /De/)

Time is Money Join Law Insider Premium to draft better contracts faster.