Closing of Transfer Records. After the close of business on the Closing Date, transfers of Target Shares outstanding prior to the Effective Time shall not be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, Certificates are presented to the Surviving Corporation, they shall be exchanged as provided in Section 2(e).
Appears in 2 contracts
Samples: Merger Agreement (California Investment Fund LLC), Merger Agreement (California Investment Fund LLC)
Closing of Transfer Records. After the close of business on the Closing DateEffective Time, transfers no --------------------------- transfer of Target Shares outstanding prior to the Effective Time shall not be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, Certificates certificates representing such shares are presented for transfer to the Surviving CorporationExchange Agent, they shall be canceled and exchanged for certificates representing Purchaser Shares and cash in lieu of fractional shares, if any, as provided in Section 2(e(S)2(e).
Appears in 2 contracts
Samples: Merger Agreement (Primus Telecommunications Group Inc), Merger Agreement (Primus Telecommunications Group Inc)
Closing of Transfer Records. After the close Effective Time, no transfer of business on the Closing Date, transfers of Target Shares Company Capital Stock outstanding prior to the Effective Time shall not be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, Certificates certificates representing such shares are presented for transfer to the Surviving CorporationExchange Agent, they shall be canceled and exchanged for certificates representing Shares, cash in lieu of fractional shares, if any, and unpaid dividends and distributions, if any, as provided in Section § 2(e).. Representations and Warranties of Acquiror. Acquiror represents and warrants to Company:
Appears in 1 contract
Samples: Merger Agreement (Infonautics Inc)
Closing of Transfer Records. After the close Effective Time, no transfer of business on the Closing Date, transfers of Target Company Shares outstanding prior to the Effective Time shall not be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, Certificates certificates representing such shares are presented for transfer to the Surviving CorporationExchange Agent, they shall be canceled and exchanged for certificates representing Acquiror Shares, cash in lieu of fractional shares, if any, and unpaid dividends and distributions, if any, as provided in Section 2(e).
Appears in 1 contract
Closing of Transfer Records. After the close of business on the Closing DateEffective Time, transfers no transfer of Target Shares outstanding prior to the Effective Time shall not may be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, Certificates certificates representing such shares are presented for transfer to the Surviving CorporationExchange Agent, they shall be canceled and exchanged for certificates representing Parent Shares and cash in lieu of fractional shares, if any, as provided in Section 2(e).
Appears in 1 contract
Samples: Merger Agreement (Talk Com)