Company Restricted Shares. Each Share granted subject to vesting or other lapse restrictions pursuant to any of the Company’s Stock Plans (each, a “Company Restricted Share”) which is outstanding immediately prior to the Effective Time shall vest in full and become free of such restrictions as of the Effective Time (in accordance with the terms of the Stock Plans as amended immediately prior to the date hereof in accordance with Section 6.10(c)) and, at the Effective Time, the holder thereof shall be entitled to receive the Per Share Merger Consideration with respect to each such Company Restricted Share in accordance with Section 4.1, less applicable Taxes required to be withheld with respect to such payment.
Appears in 2 contracts
Samples: Merger Agreement (Choicepoint Inc), Merger Agreement (Reed Elsevier PLC)
Company Restricted Shares. Each Share granted At the Effective Time, each share of Company Common Stock subject to vesting vesting, repurchase or other lapse restrictions pursuant to granted under any of the Company’s Company Stock Plans which is outstanding immediately prior to the Effective Time (each, a “Company Restricted Share”) which is outstanding immediately prior to the Effective Time shall vest in full and become free of such restrictions as and any repurchase right shall lapse and, subject to Purchaser’s receipt of a stock-based award surrender agreement in the form set forth on Section 2.3 of the Effective Time (in accordance with the terms of the Stock Plans as amended immediately prior to the date hereof in accordance with Section 6.10(c)) and, at the Effective TimeCompany Disclosure Schedule, the holder thereof shall be entitled to receive the Per Share Merger Consideration with respect to each such Company Restricted Share in accordance with Section 4.11.4(c), less applicable Taxes required to be withheld with respect to such paymentas provided in Section 2.3.
Appears in 2 contracts
Samples: Merger Agreement (Hilltop Holdings Inc.), Merger Agreement (Plainscapital Corp)