Company Restricted Shares. At the Effective Time, each share of Company Stock subject to vesting, repurchase or other restrictions pursuant to the Company Stock Plan (a “Company Restricted Share”) that is outstanding immediately prior to the Effective Time shall vest in full and become free of restrictions and any repurchase rights shall lapse, and the holder thereof shall be entitled to receive only the Merger Consideration with respect to each such Company Restricted Share in accordance with Section 2.05(b).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (GameStop Corp.), Agreement and Plan of Merger (Geeknet, Inc), Agreement and Plan of Merger (GameStop Corp.)
Company Restricted Shares. At the Effective Time, each Each share of Company Common Stock subject to vesting, repurchase or other lapse restrictions pursuant to any of the Company Stock Plan Plans (each, a “Company Restricted Share”) that is outstanding immediately prior to the Effective Time shall vest in full and become free of such restrictions and any repurchase rights right shall lapse, and as of the Effective Time and, at the Effective Time, the holder thereof shall be entitled to receive only the Per Share Merger Consideration (subject to any withholdings as provided in Section 2.02(g)) with respect to each such Company Restricted Share in accordance with Section 2.05(b2.01(a).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Pacific Capital Bancorp /Ca/), Agreement and Plan of Merger (Unionbancal Corp), Agreement and Plan of Merger
Company Restricted Shares. At the Effective Time, each Each share of Company Common Stock subject to vesting, repurchase vesting or other lapse restrictions pursuant to any of the Company Stock Plan Plans (each, a “Company Restricted Share”) that which is outstanding immediately prior to the Effective Time shall vest in full and become free of such restrictions and any repurchase rights shall lapseas of the Effective Time and, and at the Effective Time, the holder thereof shall be entitled to receive only the Merger Consideration with respect to each such Company Restricted Share in accordance with Section 2.05(b)1.4.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (PNC Financial Services Group Inc), Agreement and Plan of Merger (National City Corp)
Company Restricted Shares. At the Effective Time, each Each share of Company Common Stock subject to vesting, repurchase or other lapse restrictions pursuant to any of the Company Stock Plan Plans (each, a “Company Restricted Share”) that which is outstanding immediately prior to the Effective Time shall vest in full and become free of such restrictions and any repurchase rights right shall lapse, and as of the Effective Time and, at the Effective Time, the holder thereof shall be entitled to receive only the Merger Consideration with respect to each such Company Restricted Share in accordance with Section 2.05(b1.4(c).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Marshall & Ilsley Corp), Agreement and Plan of Merger (Bank of Montreal /Can/)
Company Restricted Shares. At the Effective Time, each restricted share of Company Common Stock subject to vestingcertain vesting conditions and restrictions (each, repurchase or other restrictions pursuant to the Company Stock Plan (a “Company Restricted Share”) that is outstanding as of immediately prior to the Effective Time shall vest in full and become free of restrictions and shall, to the extent applicable, no longer be subject to any repurchase rights shall lapsevesting conditions or restrictions, as applicable, and the holder thereof shall be entitled to receive only the Merger Consideration with respect to each such Company Restricted Share in accordance with Section 2.05(b)shall be cancelled, and shall, automatically and without any action on the part of the holder thereof, be converted into only the right to receive the Merger Consideration.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Omnova Solutions Inc)
Company Restricted Shares. At the Effective Time, each Each share of Company Common Stock subject to vesting, repurchase repurchase, transfer or other lapse restrictions pursuant to any of the Company Stock Plan Benefit Plans (each, a “Company Restricted Share”) that is outstanding immediately prior to the Effective Time shall vest in full and become free of such restrictions and any repurchase rights right shall lapse, and as of the Effective Time and, at the Effective Time, the holder thereof shall be entitled to receive only the Per Share Merger Consideration with respect to each such Company Restricted Share provided in accordance with Section 2.05(b)3.01 and Section 3.02 and subject to the terms and conditions applicable to Shares under this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (1st Century Bancshares, Inc.)
