Common use of Conversion of Company Capital Stock Clause in Contracts

Conversion of Company Capital Stock. The manner of converting shares of the Company in the Merger shall be as follows: 2.8.1 As a result of the Merger and without any action on the part of the holder thereof, all shares of Company Capital Stock issued and outstanding at the Effective Time shall cease to be outstanding and shall be canceled and retired and shall cease to exist, and each holder of a certificate representing any such shares of Company Capital Stock shall thereafter cease to have any rights with respect to such shares of Company Capital Stock, except the right to receive, without interest, validly issued, fully paid and nonassessable shares of Acquiror Common Stock and other consideration, if any, determined in accordance with the provisions of Exhibit 2.8.1 attached hereto (collectively, the "Merger Consideration") upon the surrender of such certificate. 2.8.2 Each share of Company Capital Stock held in the Company's treasury at the Effective Time, by virtue of the Merger, shall cease to be outstanding and shall be canceled and retired without payment of any consideration therefor and shall cease to exist.

Conversion of Company Capital Stock. The manner of converting shares of the Company in the Merger shall be as follows: 2.8.1 As a result of the Merger and without any action on the part of the holder holders thereof, all shares of Company Capital Stock issued and outstanding at the Effective Time shall cease to be outstanding and shall be canceled and retired and shall cease to exist, and each holder of a certificate representing any such shares of Company Capital Stock shall thereafter cease to have any rights with respect to such shares of Company Capital Stock, except the right to receive, without interest, validly issued, fully paid and nonassessable shares of Acquiror Common Stock and other consideration, if any, determined in accordance with the provisions of Exhibit 2.8.1 attached hereto (collectively, the "Merger Consideration") upon the surrender of such certificate. 2.8.2 Each share share, if any, of Company Capital Stock held in the Company's treasury at the Effective Time, by virtue of the Merger, shall cease to be outstanding and shall be canceled and retired without payment of any consideration therefor and shall cease to exist.