Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shall thereafter be made.
Appears in 18 contracts
Samples: Agreement and Plan of Merger (Medicines Co /De), Agreement and Plan of Merger (Goldfield Corp), Agreement and Plan of Merger (Goldfield Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or Parent for transfer, they shall thereafter be madecancelled and exchanged for a check in the proper amount pursuant to this Article II.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (ProSight Global, Inc.), Agreement and Plan of Merger (Ness Technologies Inc), Agreement and Plan of Merger (W R Grace & Co)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for Initial Shares in accordance with Section 1.5, subject to Section 1.9 and to applicable law in the case of Dissenting Shares.
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Tactical Air Defense Services, Inc.), Agreement and Plan of Merger and Reorganization (Solar Energy Initiatives, Inc.), Agreement and Plan of Merger and Reorganization (Critical Digital Data, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Stock shall thereafter be made. If, after the Effective Time, Company Stock Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for Merger Shares in accordance with Section 1.5, subject to the provisions hereof and applicable Law in the case of Dissenting Shares.
Appears in 8 contracts
Samples: Agreement and Plan of Merger and Reorganization (Brain Scientific Inc.), Agreement and Plan of Merger and Reorganization (Amesite Operating Co), Agreement and Plan of Merger and Reorganization (Peninsula Acquisition Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Berkshire Realty Co Inc /De), Agreement and Plan of Merger (Berkshire Realty Co Inc /De), Agreement and Plan of Merger (Berkshire Realty Co Inc /De)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and there shall be no transfer further registration of transfers of Shares shall thereafter be madeon the records of the Company.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Fitbit, Inc.), Agreement and Plan of Merger (Astea International Inc), Agreement and Plan of Merger (General Mills Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Common Stock or Company Preferred Stock shall thereafter be made. If, after the Effective Time, Company Stock Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for Merger Shares in accordance with Section 1.5, subject to the provisions hereof and applicable Law in the case of Dissenting Shares.
Appears in 6 contracts
Samples: Agreement and Plan of Merger and Reorganization (ViewRay, Inc.), Agreement and Plan of Merger and Reorganization (ViewRay, Inc.), Agreement and Plan of Merger and Reorganization (Akoustis Technologies, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for Merger Shares in accordance with Section 1.5, subject to Section 1.9 and to applicable law in the case of Dissenting Shares.
Appears in 6 contracts
Samples: Agreement and Plan of Merger and Reorganization (Crownbutte Wind Power, Inc.), Agreement and Plan of Merger and Reorganization (UFood Restaurant Group, Inc.), Agreement and Plan of Merger and Reorganization (Confederate Motors, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates are presented to the Surviving Corporation or the Exchange Agent, they shall be cancelled and exchanged for Merger Shares in accordance with Section 1.5(a), subject to applicable law in the case of Dissenting Shares.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Millennium Pharmaceuticals Inc), Agreement and Plan of Merger (Trusted Information Systems Inc), Agreement and Plan of Merger (Smaha Stephen E)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or Parent for transfer, they shall thereafter be madecancelled and exchanged for a check in the proper amount pursuant to and subject to the requirements of this Article II.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Hallwood Group Inc), Agreement and Plan of Merger (Hallwood Trust /Tx/), Agreement and Plan of Merger (Court Square Capital Partners II LP)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or Parent for transfer, they shall thereafter be madecancelled and exchanged for the proper amount pursuant to and subject to the requirements of this Article III.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Bankrate, Inc.), Agreement and Plan of Merger (Bankrate Inc), Agreement and Plan of Merger (BEN Holdings, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Stock shall thereafter be made. If, after the Effective Time, certificates formerly representing Company Stock are presented to Buyer or the Surviving Corporation, they shall be cancelled.
Appears in 4 contracts
Samples: Merger Agreement (CDC Corp), Merger Agreement (CDC Software CORP), Merger Agreement (CDC Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no transfer further registration of transfers of Common Shares outstanding immediately prior to the Effective Time thereafter on the records of the Company. If, after the Effective Time, any Certificates or Book-Entry Shares are presented to the Surviving Corporation or the Paying Agent for any reason, they shall thereafter be mademarked canceled and exchanged as provided in this Article IV.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Calpine Corp), Agreement and Plan of Merger (Omnicare Inc), Agreement and Plan of Merger (CVS HEALTH Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the transfer books of the Surviving Company of the Company Common Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates or Company Book-Entry Shares are presented to the Surviving Company or the Exchange Agent for any reason, they shall thereafter be madecancelled and exchanged as provided in this Section 2.3, except as otherwise provided by Section 2.1(e).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Applera Corp), Agreement and Plan of Merger (Invitrogen Corp), Agreement and Plan of Merger (Applera Corp)
Closing of Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Common Stock or Preferred Stock shall thereafter be made. From and after the Effective Time, the holders of Certificates evidencing ownership of Outstanding Shares immediately prior to the Effective Time shall cease to have any rights with respect to such Outstanding Shares, except as otherwise provided for in this Agreement or by Applicable Law.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Realpage Inc), Agreement and Plan of Merger (Realpage Inc), Agreement and Plan of Merger (Applera Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of Company Common Stock shall thereafter be made. If, after the Effective Time, Certificates are presented to Parent, they shall be cancelled and exchanged as provided in this Article II.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Conagra Inc /De/), Agreement and Plan of Merger (Hudson James T), Agreement and Plan of Merger (International Home Foods Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for Merger Shares in accordance with Section 1.8, subject to applicable law in the case of Dissenting Shares.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Boldface Group, Inc.), Agreement and Plan of Merger and Reorganization (Organovo Holdings, Inc.), Agreement and Plan of Merger (Invivo Therapeutics Holdings Corp.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or Parent for transfer, they shall thereafter be madecancelled and exchanged as provided in this Article III.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Titanium Asset Management Corp), Agreement and Plan of Merger (X Rite Inc), Agreement and Plan of Merger (Stealth Acquisition Corp.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation or Parent for transfer, they shall thereafter be madecancelled and exchanged for the Merger Consideration in accordance with the procedures set forth in this Article III.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Span America Medical Systems Inc), Agreement and Plan of Merger (Thermo Fisher Scientific Inc.), Agreement and Plan of Merger (Dionex Corp /De)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers of the Shares on the stock transfer books of Shares shall thereafter be madethe Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Verso Paper Corp.), Agreement and Plan of Merger (NewPage Holdings Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares that were outstanding immediately prior to the Effective Time. If, after the Effective Time, any Certificates or any certificates representing any Rollover Shares are presented to the Surviving Corporation or Parent for transfer, they shall thereafter be madecancelled and exchanged in accordance with and subject to the procedures set forth in this Article II.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Osi Restaurant Partners, Inc.), Agreement and Plan of Merger (Vestar Capital Partners v L P), Agreement and Plan of Merger (Radiation Therapy Services Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Company Shares Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for Merger Shares in accordance with Section 1.5, subject to the provisions hereof and applicable Law in the case of Dissenting Shares.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Laffin Acquisition Corp.), Agreement and Plan of Merger and Reorganization (Aeluma, Inc.), Agreement and Plan of Merger and Reorganization (Augmedix, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for Merger Shares in accordance with Section 1.5, subject to applicable law in the case of Dissenting Shares.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (U.S. Rare Earth Minerals, Inc), Agreement and Plan of Merger (First Harvest Corp.), Agreement and Plan of Merger and Reorganization (Mesa Energy Holdings, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the transfer books of Shares the Surviving Company of the Company Common Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Company or the Exchange Agent for any reason, they shall thereafter be madecancelled and exchanged as provided in this Section, except as otherwise provided by Section 2.1(e).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Alltel Corp), Agreement and Plan of Merger (Western Wireless Corp), Agreement and Plan of Merger (Stanton John W)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the transfer books of the Surviving Corporation of the Company Common Stock which was outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates or Company Book-Entry Shares are presented to the Surviving Corporation, the Surviving Company or the Exchange Agent for any reason, they shall thereafter be madecancelled and exchanged as provided in this Section 2.3, except as otherwise provided by Section 2.1(e).”
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Merger Agreement (Invitrogen Corp), Merger Agreement (Applied Biosystems Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and there shall be no further registrations of transfer on the stock transfer books of the Company of the Shares that were outstanding immediately prior to the Effective Time. If, after the Effective Time, any Certificate is presented to the Surviving Corporation, Parent or the Paying Agent for transfer, it shall thereafter be madecancelled and exchanged for the cash amount in immediately available funds to which the holder thereof is entitled pursuant to this Article II.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Echo Global Logistics, Inc.), Agreement and Plan of Merger (XPO Logistics, Inc.), Agreement and Plan of Merger (Con-Way Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares or Company Stock Options that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates or Book-Entry Shares are presented to the Surviving Corporation or Parent for transfer, they shall thereafter be madecancelled and exchanged as provided in this Article II.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Silverleaf Resorts Inc), Agreement and Plan of Merger (Silverleaf Resorts Inc)
Closing of Transfer Books. At From and after the Effective Time, Time the stock transfer books of the Company shall be closed and no transfer of Shares any capital stock of the Company shall thereafter be made. If, after the Effective Time, Certificates are presented to the Surviving Corporation, they shall be canceled and exchanged for the Cash Consideration as provided in Section 2.1 and in this Section 2.2.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (United Water Resources Inc), Agreement and Plan of Merger (United Water Resources Inc), Agreement and Plan of Merger (Lyonnaise American Holding Inc Et Al)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or Parent for transfer, they shall thereafter be madecancelled and exchanged for the proper amount pursuant to and subject to the requirements of this Article II.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (PharmaNet Development Group Inc), Agreement and Plan of Merger (Alltel Corp), Agreement and Plan of Merger (Dollar General Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Common Stock shall thereafter be made.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Icon PLC), Agreement and Plan of Merger (Icon PLC), Agreement and Plan of Merger (PRA Health Sciences, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company Lafite shall be closed and no transfer of Shares shall thereafter be made.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Teladoc Health, Inc.), Agreement and Plan of Merger (Livongo Health, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no transfer further registration of transfers of the Common Shares shall outstanding immediately prior to the Effective Time thereafter be madeon the records of the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American General Corp /Tx/), Agreement and Plan of Merger (American General Corp /Tx/)
Closing of Transfer Books. At the Effective Time, the stock equity transfer books of the Company shall be closed closed, and no transfer of Shares Company Stock shall thereafter be mademade thereafter.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aptera Motors Corp), Agreement and Plan of Merger (Aptera Motors Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and there shall be no transfer further registration of Shares shall transfers of any shares of the capital stock of Company thereafter be madeon its records.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Starbase Corp), Agreement and Plan of Merger (Starbase Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer ------------------------- books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates are presented to the Surviving Corporation, the Parent or the Exchange Agent, they shall be canceled and exchanged for Merger Consideration in accordance with Section 1.5.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lernout & Hauspie Speech Products Nv), Agreement and Plan of Merger (Lernout & Hauspie Speech Products Nv)
Closing of Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Common Stock shall thereafter be made.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Theglobe Com Inc), Agreement and Plan of Merger (Theglobe Com Inc)
Closing of Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed and no registration of any transfer of Shares any capital stock of the Company shall thereafter be mademade in the records of the Company. If, after the Effective Time, Certificates are presented to the Surviving Corporation, they shall be cancelled and exchanged for the Merger Consideration.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Energy East Corp), Agreement and Plan of Merger (Central Maine Power Co)
Closing of Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed immediately upon the Effective Date and there shall be no transfer further registration of Shares shall transfers of shares of the Company thereafter be madeon the records of the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Share (Cherubim Interests, Inc.), Agreement and Plan of Share (Vican Resources, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of Company Common Stock shall thereafter be made.
Appears in 1 contract
Closing of Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of Company Stock shall thereafter be made.
Appears in 1 contract
Samples: Plan of Reorganization and Agreement of Merger (First New England Dental Centers Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares shall thereafter be madethat were outstanding immediately prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Restoration Hardware Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for shares of Parent Common Stock in accordance with Section 1.7.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (CleanTech Biofuels, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Shares shall thereafter be madethat were outstanding as of immediately prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Interactive Intelligence Group, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of Company Stock shall thereafter be made.
Appears in 1 contract
Samples: Agreement for Purchase and Sale (Exigent International Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Common Shares shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Bio Key International Inc)
Closing of Transfer Books. At On the Effective Time, the stock transfer books book of the Company shall be deemed to be closed and no transfer of Subject Shares shall thereafter be maderecorded thereon.
Appears in 1 contract
Samples: Amended and Restated Agreement and Plan of Merger (GenuTec Business Solutions, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and there shall be no transfer further registration of transfers of Common Shares shall or Preferred Shares thereafter be madeon the records of the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (SMART Global Holdings, Inc.)
Closing of Transfer Books. At From and after the Effective Time, the stock transfer books of the Company XXX shall be closed and no transfer of Shares any capital stock of XXX shall thereafter be made.
Appears in 1 contract
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and no transfer of Company Shares shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Serve Robotics Inc. /DE/)
Closing of Transfer Books. At the Effective Time, no transfer of shares of Company Common Stock shall thereafter be made, and the stock transfer books of the Company shall be closed closed. If, after the Effective Time, Certificates are presented to the Surviving Corporation, they shall be canceled and no transfer of Shares shall thereafter be madeexchanged as provided in this Article II.
Appears in 1 contract
Closing of Transfer Books. At From and after the Effective TimeDate, the stock transfer books of the Company Corporation shall be closed and no transfer of Shares shares of the Corporation’s Stock shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Potomac Realty Trust)
Closing of Transfer Books. At the First Effective Time, the stock transfer books of the Company shall be closed and there shall be no transfer further registration of Shares shall transfers of Capital Stock thereafter be madeon the records of the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (GP Investments Acquisition Corp.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and there shall be no transfer further registration of transfers of Common Shares shall thereafter be madeon the records of the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (GP Investments Acquisition Corp.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of the Company’s capital stock shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Neutron Enterprises Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares shares of Company Common Stock shall thereafter be made.
Appears in 1 contract
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Interests shall thereafter be made. If, after the Effective Time, Certificates are presented to the Parent or the Surviving Entity, they shall be cancelled and exchanged for Initial Shares in accordance with Section 1.5, subject to Section 1.9.
Appears in 1 contract
Samples: Agreement and Plan of Merger (High Tide Ventures, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, any demand for such a transfer is made to the Buyer, the Surviving Corporation or the Paying Agent, the Company Shares formerly owned by such Company Stockholder shall be cancelled and exchanged for the Applicable Specified Consideration (at the times, and on the terms and conditions, set forth in this Agreement), subject to applicable law in the case of Dissenting Shares.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Akamai Technologies Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, Certificates are presented to the Surviving Corporation or the Exchange Agent, they shall be cancelled and exchanged for the Merger Consideration in accordance with Section 1.5(a), subject to applicable law in the case of Dissenting Shares.
Appears in 1 contract
Closing of Transfer Books. At After the Effective Time, the stock transfer books of the Company shall be closed closed, and no transfer of Company Shares shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Axsys Technologies Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Outstanding Common Shares shall thereafter be made.
Appears in 1 contract
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Stock shall thereafter be made. If, after the Effective Time, Certificates are presented to the Buyer or the Surviving Corporation, they shall be cancelled and exchanged for the consideration described in Section 1.4(b), subject to the other applicable provisions and to applicable law in the case of Dissenting Shares.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Viisage Technology Inc)
Closing of Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Outstanding Shares shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Concur Technologies Inc)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares (as defined below) shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Brownie's Marine Group, Inc)
Closing of Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares any Company Common Stock shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Meridian Resource Corp)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company Common Stock (as defined below) shall thereafter be made.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Blue Star Foods Corp.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Shares Company capital stock (the “Company Stock”) shall thereafter be made. If, after the Effective Time, Company Stock Certificates are presented to the Parent or the Surviving Corporation, they shall be cancelled and exchanged for Merger Shares in accordance with Section 1.5, subject to the provisions hereof and applicable law in the case of Dissenting Shares.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (EZRaider Co.)
Closing of Transfer Books. At From and after the Effective Time, Time the stock transfer books of the Company shall be closed and no transfer of Shares any capital stock thereof shall thereafter be made. If, after the Effective Time, Certificates are presented to the Company, they shall be canceled and exchanged for certificates representing the appropriate number of Parent Shares as provided in Section 2.1 and in this Section 2.2.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Essex County Gas Company)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and no transfer of Company Shares shall thereafter be made. If, after the Effective Time, certificates representing Company Shares are presented to the Parent, they shall be cancelled and exchanged for Exchange Shares in accordance with Sections 1.1(a) above 1.3(d) above.
Appears in 1 contract
Samples: Form of Share Exchange Agreement (Neonc Technologies Holdings, Inc.)
Closing of Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed closed, and there shall be no transfer further registration of transfers of the Common Shares shall outstanding immediately prior to the Effective Time thereafter be madeon the records of the Company other than with respect to Retained Shares.
Appears in 1 contract
Samples: Agreement and Plan of Merger (American General Corp /Tx/)
Closing of Transfer Books. At On the Effective TimeDate, the stock transfer books book of the Company Acquisition Entities shall be deemed to be closed and no transfer of the Exchange Shares shall thereafter be maderecorded thereon.
Appears in 1 contract
Samples: Merger Agreement (Sars Corp.)
