Common use of Close of Stock Transfer Books Clause in Contracts

Close of Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and thereafter there shall be no further registration of transfers of shares of Company Capital Stock on the records of the Company. From and after the Effective Time, no shares of Company Capital Stock shall be deemed to be outstanding, and the holders of shares of Company Capital Stock immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided herein or by applicable Law.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (AzurRx BioPharma, Inc.), Agreement and Plan of Merger (Beam Therapeutics Inc.), Agreement and Plan of Merger (Synlogic, Inc.)

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Close of Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and thereafter there shall be no further registration of transfers of shares of the Company Capital Common Stock on the records of the Company. From and after the Effective Time, no shares of the Company Capital Common Stock shall be deemed to be outstanding, and the holders of shares of the Company Capital Common Stock immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided herein or by applicable Law.

Appears in 2 contracts

Samples: Merger Agreement (Caliper Life Sciences Inc), Merger Agreement (Caliper Life Sciences Inc)

Close of Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and thereafter there shall be no further registration of transfers of shares of Company Capital Stock on the records of the Company. From and after the Effective Time, no shares of Company Capital Stock issued and outstanding immediately prior to the Effective Time shall be deemed to be outstanding, and the holders of shares of Company Capital Stock immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided herein or by applicable Applicable Law.

Appears in 1 contract

Samples: Merger Agreement (Vertex Pharmaceuticals Inc / Ma)

Close of Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and thereafter there shall be no further registration of transfers of shares of Company Capital Stock on the records of the Company. From and after the Effective Time, no shares of Company Capital Stock shall be deemed to be outstanding, and the holders of shares of Company Capital Stock immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided herein or by applicable Law. If, after the Effective Time, shares of Company Capital Stock are presented to the Paying Agent, Buyer or the Surviving Corporation for any reason, they shall be cancelled and exchanged as provided in this Article 2.

Appears in 1 contract

Samples: Merger Agreement (Amicus Therapeutics Inc)

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Close of Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and thereafter there shall be no further registration of transfers of shares of Company Capital Stock on the records of the CompanyCompany unless and until reopened by the Surviving Corporation. From and after the Effective Time, no shares of Company Capital Stock shall be deemed to be outstanding, and the holders of shares of Company Capital Stock immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided herein or by applicable Law.

Appears in 1 contract

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

Close of Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and thereafter there shall be no further registration of transfers of shares of Company Capital Stock of the Company on the records of the Company. From and after the Effective Time, no shares of Company Capital Stock of the Company shall be deemed to be outstanding, and the holders of shares of Company Capital Stock of the Company immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided herein or by applicable Law.

Appears in 1 contract

Samples: Merger Agreement (Online Resources Corp)

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