Common use of Conversion Generally Clause in Contracts

Conversion Generally. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than (i) any shares of Company Common Stock to be cancelled pursuant to Section 4.1(b), and (ii) Dissenting Shares) shall be converted, subject to Section 4.1(d), into the right to receive an amount in cash equal to the Offer Price, payable to the holder thereof, without interest (the “Merger Consideration”). At the Effective Time, all such shares of Company Common Stock shall cease to be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each Certificate which immediately prior to the Effective Time represented any such shares shall thereafter represent only the right to receive the Merger Consideration therefor.

Conversion Generally. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than (i) any shares of Company Common Stock to be cancelled pursuant to Section 4.1(b), and (ii) Dissenting any shares of Company Common Stock owned by any Company Subsidiary or any Subsidiary of Parent, and (iii) Appraisal Shares) shall be converted, subject to Section 4.1(d4.2(d), into the right to receive an amount in cash equal to the Offer Price, payable to the holder thereof, without interest (the “Merger Consideration”). At the Effective Time, all such shares of Company Common Stock shall cease to be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each Certificate which immediately prior to the Effective Time represented any such shares shall thereafter represent only the right to receive the Merger Consideration therefor.

Conversion Generally. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than (i) any shares of Company Common Stock to be cancelled pursuant to Section 4.1(b), and (ii) Dissenting any shares of Company Common Stock owned any Company Subsidiary or any Subsidiary of Parent, and (iii) Appraisal Shares) shall be converted, subject to Section 4.1(d4.2(d), into the right to receive an amount in cash equal to the Offer Price, payable to the holder thereof, without interest less any withholding Taxes (the “Merger Consideration”). At the Effective Time, all such shares of Company Common Stock shall cease to be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each Certificate which immediately prior to the Effective Time represented any such shares shall thereafter represent only the right to receive the Merger Consideration therefor.

Conversion Generally. Each share of Company Common Stock Stock, issued and outstanding immediately prior to the Effective Time (other than (i) any shares of Company Common Stock to be cancelled canceled pursuant to Section 4.1(b2.1(b) or Section 2.1(e), and (ii) Dissenting Shares) shall be converted, subject to Section 4.1(d), converted into the right to receive .5 (five tenths) of an amount issued and outstanding Parent Ordinary Share. The Parent Ordinary Shares received by the holders of Company Common Stock in cash equal exchange for such Company Common Stock at the Effective Time as provided for in this Section 2.1(a) shall be referred to the Offer Price, payable to the holder thereof, without interest (in this Agreement as the “Merger Consideration”). At the Effective Time, all All such shares of Company Common Stock shall cease to no longer be outstanding and shall automatically be cancelled canceled and retired and shall cease to exist, and each Certificate which immediately prior to the Effective Time represented certificate previously representing any such shares shall thereafter represent only the right to receive the Merger Consideration thereforpayable in respect of such shares of Company Common Stock.