Common use of Closing of Transfer Records Clause in Contracts

Closing of Transfer Records. After the Effective Time, no transfer of Company Shares outstanding prior to the Effective Time shall be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, certificates representing such shares are presented for transfer to the Exchange 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 ss.2(e).

Appears in 2 contracts

Samples: Merger Agreement (Netrix Corp), Merger Agreement (Netrix Corp)

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Closing of Transfer Records. After the Effective Time, no transfer of Company Shares outstanding prior to the Effective Time shall be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, certificates representing such shares are presented for transfer to the Exchange Agent, they shall be canceled and exchanged for certificates representing Acquiror Parent Shares, cash in lieu of fractional shares, if any, and unpaid dividends and distributions, if any, as provided in ss.2(e).

Appears in 2 contracts

Samples: Merger Agreement (Viatel Inc), Merger Agreement (Destia Communications Inc)

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Closing of Transfer Records. After the Effective Time, no transfer of Company Target Shares outstanding prior to the Effective Time shall be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, certificates representing such shares are presented for transfer to the Exchange Agent, they shall be canceled and exchanged for certificates representing Acquiror Shares, Purchaser Shares and cash in lieu of fractional shares, if any, and unpaid dividends and distributions, if any, as provided in ss.2(eSection 2(e).

Appears in 1 contract

Samples: Merger Agreement (Trescom International Inc)

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