Cancellation of Target Warrants Sample Clauses

Cancellation of Target Warrants. Promptly upon execution of this Agreement, the Target shall notify in writing all holders of all outstanding warrants to purchase shares of common stock of the Target (“Warrants”) of the pending Merger and shall give each such holder an opportunity to exercise such Warrants in accordance with their terms prior to the Effective Time. All Warrants that are not exercised prior to the Effective Time shall be cancelled and cease to exist, and no consideration will be delivered in exchange therefor.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Cancellation of Target Warrants. Target shall use its commercially reasonable efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable to cause all warrants to purchase shares of Target Capital Stock to be exercised or canceled prior to the Closing Date. Target shall keep Acquiror informed on a timely basis and in reasonable detail of the status of its efforts to cause such warrants to be exercised or canceled. Target shall give Acquiror prompt notice if it becomes aware of any event or circumstance that makes it reasonably unlikely that such warrants will be exercised or canceled prior to the Closing Date.
Sample 1Sample 2
Cancellation of Target Warrants. No Target Warrants, whether vested or unvested, or other rights to acquire Target Capital Stock, whether vested or unvested, shall be assumed by Acquiror in the Merger. Target shall deliver to Acquiror prior to the Closing Date evidence reasonably satisfactory to Acquiror that all Target Warrants, whether vested or unvested, shall terminate upon and will not be exercisable on or after the Closing Date.
Sample 1
Cancellation of Target Warrants. At the Effective Time, each outstanding Target Warrant shall be cancelled and extinguished. Prior to the Effective Time, Target shall take all action necessary to effect the transactions anticipated by this Section 1.6(d) under all Target Warrant agreements; provided that any payments or grant of consideration by Target in connection with the foregoing (including any agreements or other promises) shall require the prior written consent of Acquiror.
Sample 1
Cancellation of Target Warrants. Target shall use its commercially reasonable efforts to cause to be cancelled any warrants that are outstanding and unexercised on the Closing Date and that do no terminate in accordance with their terms upon the Effective Time.
Sample 1

Related to Cancellation of Target Warrants

  • Cancellation of Warrants In the event the Company shall purchase or otherwise acquire Warrants, the same shall thereupon be cancelled and retired. The warrant agent (if so appointed) shall cancel any Warrant surrendered for exchange, substitution, transfer or exercise in whole or in part.

  • Cancellation of Surrendered Warrants All Warrant Certificates surrendered pursuant to Article 3 shall be cancelled by the Warrant Agent and upon such circumstances all such Uncertificated Warrants shall be deemed cancelled and so noted on the register by the Warrant Agent. Upon request by the Corporation, the Warrant Agent shall furnish to the Corporation a cancellation certificate identifying the Warrant Certificates so cancelled, the number of Warrants evidenced thereby, the number of Common Shares, if any, issued pursuant to such Warrants and the details of any Warrant Certificates issued in substitution or exchange for such Warrant Certificates cancelled.

  • Cancellation of Treasury Shares Each share of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned by any wholly-owned subsidiary of the Company immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

  • Cancellation of Options In exchange for the consideration described in Section 1.2 below, the Participant hereby agrees that the Award Agreement and the Participant’s interests in the Underwater Options shall be cancelled, terminated, and of no further force or effect, effective as of the Effective Date, and that neither the Company nor the Participant shall have any further rights or obligations with respect to the Award Agreement, the Underwater Options, or with respect to which any shares of Common Stock that could have been acquired upon vesting and exercise of the Underwater Options.

  • Cancellation of Warrant This Warrant shall be canceled upon the Exercise of this Warrant, and, as soon as practical after the Date of Exercise, Holder shall be entitled to receive Common Stock for the number of shares purchased upon such Exercise of this Warrant, and if this Warrant is not exercised in full, Holder shall be entitled to receive a new Warrant (containing terms identical to this Warrant) representing any unexercised portion of this Warrant in addition to such Common Stock.

  • Cancellation of Shares If the Corporation shall make available, at the time and place and in the amount and form provided in this Agreement, the consideration for the Purchased Shares to be repurchased in accordance with the provisions of this Agreement, then from and after such time, the person from whom such shares are to be repurchased shall no longer have any rights as a holder of such shares (other than the right to receive payment of such consideration in accordance with this Agreement). Such shares shall be deemed purchased in accordance with the applicable provisions hereof, and the Corporation shall be deemed the owner and holder of such shares, whether or not the certificates therefor have been delivered as required by this Agreement.

  • Lost Warrants The Company represents and warrants to the Holder hereof that upon receipt of evidence reasonably satisfactory to the Company of the loss, theft, destruction, or mutilation of this Warrant and, in the case of any such loss, theft or destruction, upon receipt of an indemnity reasonably satisfactory to the Company, or in the case of any such mutilation upon surrender and cancellation of such Warrant, the Company, at its expense, will make and deliver a new Warrant, of like tenor, in lieu of the lost, stolen, destroyed or mutilated Warrant.

  • Cancellation of Treasury Stock Each Common Share that is owned by the Company or by any wholly owned subsidiary of the Company shall automatically be canceled and retired and shall cease to exist, and no cash or other consideration shall be delivered or deliverable in exchange therefor.

  • Cancellation Rights If the offer of a place and its acceptance are both made entirely at distance by means of post, fax or electronic communication without either parent meeting face to face with a member of the School staff during the contractual process the Parents may cancel this agreement at any time within 14 days of the date of the acceptance form. In such circumstances the Acceptance Deposit and the Additional Deposit, if paid, will be refunded together with any Fees paid pro-rated if the School has provided any educational services under this agreement.

  • Cancellation of Surrendered Debt Securities All Debt Securities surrendered for payment, redemption, registration of transfer or exchange shall, if surrendered to the Partnership or any paying agent or a Registrar, be delivered to the Trustee for cancellation by it, or if surrendered to the Trustee, shall be canceled by it, and no Debt Securities shall be issued in lieu thereof except as expressly permitted by any of the provisions of this Indenture. All canceled Debt Securities held by the Trustee shall be destroyed (subject to the record retention requirements of the Exchange Act) and certification of their destruction delivered to the Partnership, unless otherwise directed. On request of the Partnership, the Trustee shall deliver to the Partnership canceled Debt Securities held by the Trustee. If the Partnership shall acquire any of the Debt Securities, however, such acquisition shall not operate as a redemption or satisfaction of the Debt represented thereby unless and until the same are delivered or surrendered to the Trustee for cancellation. The Partnership may not issue new Debt Securities to replace Debt Securities it has redeemed, paid or delivered to the Trustee for cancellation.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!