Common use of Company Restricted Shares Clause in Contracts

Company Restricted Shares. Immediately prior to the Effective Time, all shares of restricted and unvested Company Common Stock ("Restricted Shares") granted under any of the Company Stock Plans or otherwise, which are outstanding and subject to restriction as of the Effective Time, shall, without any further action on the part of the holders of such Restricted Shares, vest and the restrictions thereon shall lapse and such shares shall be outstanding Company Common Shares and shall be converted into the right to receive the Merger Consideration in accordance with Section 2.7(c) of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (United Retail Group Inc/De)

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Company Restricted Shares. Immediately prior to the Effective Time, all shares of restricted and unvested Company Common Stock ("Restricted Shares") granted under any of the Company Stock Plans or otherwise, which are outstanding and subject to restriction as As of the Effective Time, each restricted share of Company Common Stock granted under a Company Stock Plan that is outstanding (whether or not vested) immediately prior to the Effective Time (collectively, the “Company Restricted Shares”) shall, by virtue of the Merger and without any further action on the part of the holders of such Restricted Sharesholder thereof, fully vest and the restrictions thereon shall lapse and such shares shall be treated as an outstanding share of Company Common Shares and shall be converted into the right to receive the Merger Consideration in accordance with Section 2.7(c) of Stock under this Agreement, less applicable tax withholding.

Appears in 1 contract

Samples: Merger Agreement (Encore Bancshares Inc)

Company Restricted Shares. Immediately At the Effective Time, each unvested -------------------------- restricted share of Company Common Stock granted under the Company Stock Option Plans (each a "Company Restricted Share"), as Previously Disclosed by the Company to Parent, which is outstanding immediately prior to the Effective Time, all shares of restricted and unvested Company Common Stock ("Restricted Shares") granted under any of the Company Stock Plans or otherwise, which are outstanding and subject to restriction as of the Effective Time, shall, without any further action on the part of the holders of such Restricted Shares, Time shall vest and become free of restrictions to the restrictions thereon extent provided by the terms thereof. Each holder of a Company Restricted Share shall lapse and such shares shall be outstanding Company Common Shares and shall be converted into have the right same rights to receive the Merger Consideration in accordance with Section 2.7(c) as are provided to other holders of this AgreementCompany Common Stock pursuant to Sections 3.01-3.04.

Appears in 1 contract

Samples: Merger Agreement (American Financial Holdings Inc)

Company Restricted Shares. Immediately At the Effective Time, each unvested restricted share of Company Common Stock granted under the Company Stock Option Plans (each a "Company Restricted Share"), as Previously Disclosed by the Company to Parent, which is outstanding immediately prior to the Effective Time, all shares of restricted and unvested Company Common Stock ("Restricted Shares") granted under any of the Company Stock Plans or otherwise, which are outstanding and subject to restriction as of the Effective Time, shall, without any further action on the part of the holders of such Restricted Shares, Time shall vest and become free of restrictions to the restrictions thereon extent provided by the terms thereof. Each holder of a Company Restricted Share shall lapse and such shares shall be outstanding Company Common Shares and shall be converted into have the right same rights to receive the Merger Consideration in accordance with Section 2.7(c) as are provided to other holders of this AgreementCompany Common Stock pursuant to Sections 3.01-3.04.

Appears in 1 contract

Samples: Merger Agreement (Banknorth Group Inc/Me)

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Company Restricted Shares. Immediately As of the Effective Time, the restrictions on each restricted share of Company Common Stock (collectively, the “Company Restricted Shares”) granted and then outstanding under the Stock Plans shall, without any action on the part of the holder thereof, lapse immediately prior to the Effective Time, all shares and each such Company Restricted Share shall be fully vested in each holder thereof at such time, and each such Company Restricted Share will be treated at the Effective Time the same as, and have the same rights and be subject to the same conditions as, each share of restricted and unvested Company Common Stock ("Restricted Shares") granted under any of the Company Stock Plans or otherwise, which are outstanding and not subject to restriction as of the Effective Time, shall, without any further action on the part of the holders of such Restricted Shares, vest and the restrictions thereon shall lapse and such shares shall be outstanding Company Common Shares and shall be converted into the right to receive the Merger Consideration in accordance with Section 2.7(c) of this Agreementrestrictions.

Appears in 1 contract

Samples: Merger Agreement (American Oil & Gas Inc)

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