Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defined) of Company or by Parent, Merger Sub or any other Subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Sterling Software Inc), Agreement and Plan of Merger (Cayenne Software Inc), Agreement and Plan of Merger (Sterling Software Inc)
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defineddefined in Section 9.3) of Company or by Parent, Merger Sub Purchaser or any other Subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.. (c)
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sterling Software Inc), Agreement and Plan of Merger (Interlink Computer Sciences Inc)
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share share of Company Common Stock issued and outstanding immediately prior to the Effective Time that is owned by the Company or any Subsidiary (as hereinafter defined) of Company or by Parent, Merger Sub Parent or any other Subsidiary of Parent their respective wholly owned subsidiaries (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) shall automatically be canceled and retired cancelled and shall cease to exist, and no cash or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nfo Worldwide Inc), Agreement and Plan of Merger (Interpublic Group of Companies Inc)
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share share of Common Stock issued and outstanding immediately prior to the Effective Time that is owned by Company, any subsidiary of Company or any Subsidiary (as hereinafter defined) otherwise held in the treasury of Company Company, or by Parent, Merger Sub or any other Subsidiary subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Associated Materials Inc), Agreement and Plan of Merger (AMH Holdings, Inc.)
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defined) of Company or by Parent, Merger Sub or any other Subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Impac Medical Systems Inc), Agreement and Plan of Merger (Elekta AB)
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defined) of the Company or by Parent, Merger Sub Purchaser or any other Subsidiary subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 1 contract
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defined) of Company or by Parent, Merger Sub or any other Subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 1 contract
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share share of common stock, par value $.01 per share (the "Shares"), of the Company issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defined) of the Company or by Parent, Merger Sub or any other Subsidiary (as defined in Section 9.3 hereof) of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chartwell Leisure Inc)
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defineddefined in Section 9.3(k)) of Company or by Parent, Merger Sub or any other Subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 1 contract
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defineddefined in Section 9.3(k)) of Company or by Parent, Merger Sub or any other Subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Template Software Inc)
Cancellation of Treasury Shares and Parent-Owned Shares. Each ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defineddefined in Section 9.3(q)) of Company or by Parent, Merger Sub or any other Subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) 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.
Appears in 1 contract
Cancellation of Treasury Shares and Parent-Owned Shares. Each Share ------------------------------------------------------- Share issued and outstanding immediately prior to the Effective Time that is owned by Company or any Subsidiary (as hereinafter defined) of Company or by Parent, Merger Sub Purchaser or any other Subsidiary of Parent (other than shares in trust accounts, managed accounts, custodial accounts and the like that are beneficially owned by third parties) shall automatically be canceled cancelled and retired and shall cease to exist, and no cash or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 1 contract