Common use of Description of Transaction Clause in Contracts

Description of Transaction. Section 1.1 The Merger 1 Section 1.2 Effects of the Merger 1 Section 1.3 Closing; Effective Time of the Merger 2 Section 1.4 Certificate of Incorporation; Bylaws; Directors and Officers 2 Section 1.5 Conversion of Capital Stock 3 Section 1.6 Closing of the Company’s Transfer Books 3 Section 1.7 Payment Fund; Surrender of Certificates and Book-Entry Shares 4 Section 1.8 Appraisal Rights 5

Appears in 1 contract

Samples: Merger Agreement (Sun Healthcare Group Inc)

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Description of Transaction. Section 1.1 The 1.1. Merger 1 Section 1.2 Effects of the Company with and into Merger 1 Sub 2 Section 1.3 Closing; Effective Time 1.2. Effect of the Merger 2 Section 1.4 1.3. Closing; Effective Time 2 Section 1.4. Certificate of Incorporation; Incorporation and Bylaws; Directors and Officers 2 Section 1.5 1.5. Conversion of Capital Company Common Stock 3 Section 1.6 1.6. Closing of the Company’s Transfer Books 3 4 Section 1.7 Payment Fund; Surrender 1.7. Exchange of Certificates and Book-Entry Shares 4 Section 1.8 Appraisal 1.8. Dissenters’ Rights 55 Section 1.9. Tax Consequences Section 1.10. Further Action

Appears in 1 contract

Samples: Merger Agreement (CrossBox, Inc.)

Description of Transaction. Section 1 - 1.1 The Merger of Merger Sub with and into the Company - 1 Section - 1.2 Effects of the Merger - 1 Section - 1.3 Closing; Effective Time of the Merger 2 Section - 1 - 1.4 Certificate of Incorporation; Bylaws; Directors and Officers 2 Section 1.5 Conversion of Capital Stock 3 Section Shares - 2 - 1.6 Closing of the Company’s Transfer Books - 3 Section - 1.7 Payment Fund; Surrender Dissenting Shares - 3 - 1.8 Exchange of Certificates and Book- 4 - 1.9 Company Warrants - 5 - 1.10 Company Equity Awards; Company Equity Plan - 5 - 1.11 Tax Consequences - 6 - 1.12 Further Action - 6 -Entry Shares 4 Section 1.8 Appraisal Rights 5

Appears in 1 contract

Samples: Merger Agreement (Broadcast International Inc)

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Description of Transaction. Section 1 1.1 The Merger 1 Section of Merger Sub into the Company 1 1.2 Effects Effect of the Merger 1 Section 1 1.3 Closing; Effective Time of the Merger 2 Section 1 1.4 Certificate of Incorporation; Bylaws; Directors Incorporation and Officers 2 Section Bylaws 2 1.5 Conversion of Capital Shares 2 1.6 Employee Stock 3 Section 1.6 Options 3 1.7 Company Warrants 3 1.8 Closing of the Company’s Transfer Books 3 Section 1.7 Payment Fund; Surrender 4 1.9 Exchange of Certificates and Book-Entry Shares 4 Section 1.8 Appraisal Rights 1.10 Tax Consequences 5 1.11 Further Action 5

Appears in 1 contract

Samples: Merger Agreement (Sbe Inc)

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