Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occur:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.), Agreement and Plan of Merger (Answers CORP), Agreement and Plan of Merger (Secure Computing Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Visual Sciences, Inc.), Agreement and Plan of Reorganization (Omniture, Inc.), Agreement and Plan of Reorganization (Visual Sciences, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this ----------------------- Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Centra Software Inc), Agreement and Plan of Merger (Opentv Corp), Employment Agreement (Digital Insight Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and this Agreement and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Mail Com Inc), Agreement and Plan of Merger (American Access Technologies Inc), Agreement and Plan of Merger (Chiste Corp)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of Company Common Stock or of any shares of capital stock of the Company, the following shall occurParent or Merger Sub:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Endo Pharmaceuticals Holdings Inc), Agreement and Plan of Merger (Perceptive Advisors LLC), Agreement and Plan of Merger (Penwest Pharmaceuticals Co)
Effect on Capital Stock. (a) Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company Company, or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Bioceres Crop Solutions Corp.), Agreement and Plan of Merger (Marrone Bio Innovations Inc), Agreement and Plan of Merger (Oclaro, Inc.)
Effect on Capital Stock. Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders any holder of any shares of capital stock of the CompanyCompany Capital Stock, Company Options or Company Warrants, the following shall occur:
Appears in 3 contracts
Samples: Merger Agreement and Plan of Reorganization (Celsius Holdings, Inc.), Merger Agreement and Plan (Google Inc.), Merger Agreement and Plan of Reorganization (Celsius Holdings, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this ----------------------- Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Efficient Networks Inc), Agreement and Plan of Reorganization (Novell Inc), Agreement and Plan of Reorganization (Infospace Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occur:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Neoware Inc), Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (Covansys Corp)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock common stock, no par value, of the Company, the following shall occur:Company (“Company Common Stock”):
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sphere 3D Corp), Agreement and Plan of Merger (Overland Storage Inc), Agreement and Plan of Merger (Provena Foods Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of any of the Company, the following shall occurforegoing:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Capnia, Inc.), Agreement and Plan of Merger (Amicus Therapeutics Inc), Agreement and Plan of Merger (Fluidigm Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective TimeTime of the First Merger, by virtue of the First Merger and without any action on the part of Parent, Merger SubSubs, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Divx Inc), Agreement and Plan of Merger (Divx Inc), Agreement and Plan of Merger (Sonic Solutions/Ca/)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the CompanyCompany Capital Stock, the following shall occur:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Towers Watson & Co.), Agreement and Plan of Merger (HMS Holdings Corp), Terms agreement (IHS Inc.)
Effect on Capital Stock. (a) Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 3 contracts
Samples: Exhibit 1 (Peregrine Systems Inc), Agreement and Plan of Merger and Reorganization (Peregrine Systems Inc), Agreement and Plan of Merger (Remedy Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Subthe Merging Corporation, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Consolidated Communications Holdings, Inc.), Agreement and Plan of Merger (Surewest Communications)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Plan of Merger (New Age Beverages Corp), Agreement and Plan of Merger and Reorganization (Sun Microsystems Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, if any, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders holder of any shares of capital stock of the Company, the following shall occurParent or Acquisition Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fortress Biotech, Inc.), Agreement and Plan of Merger (National Holdings Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock common stock, no par value, of the CompanyCompany (together with any associated Company Rights (as defined in Section 3.1(b)(i)), the following shall occur:"Company Common Stock"):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mylan Laboratories Inc), Agreement and Plan of Merger (King Pharmaceuticals Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the First Step Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Solectron Corp), Agreement and Plan of Merger (Flextronics International Ltd.)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of Company Common Stock or of any shares of capital stock of the Company, the following shall occurMerger Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Horton D R Inc /De/), Agreement and Plan of Merger (Forestar Group Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger Mergers and without any action on the part of Parent, Merger SubSub Corp., the Merger Sub LLC, Company or the holders of any shares of capital stock of the Company, the following shall occursecurities:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Authorize.Net Holdings, Inc.), Agreement and Plan of Reorganization (Cybersource Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this ----------------------- Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company MCS or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Netiq Corp), Agreement and Plan of Reorganization (Mission Critical Software Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares securities of capital stock of the Company, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (On Technology Corp), Agreement and Plan of Merger (Symantec Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger SubDYHP Acquisition, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (GeoPharma, Inc.), Agreement and Plan of Reorganization (Dynamic Health Products Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tarrant Apparel Group), Agreement and Plan of Merger (International Food & Wine Consultants, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company Novadigm or the holders of any shares of capital stock of the CompanyNovadigm, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hewlett Packard Co), Agreement and Plan of Merger (Novadigm Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Insightful Corp), Agreement and Plan of Merger and Reorganization (Sage Inc/Ca)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, the holders of Company Stock or the holders of any shares of capital stock of the Company, the following shall occursecurities:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Progress Software Corp /Ma), Agreement and Plan of Merger (Progress Software Corp /Ma)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this ----------------------- Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company Oplink or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Avanex Corp), Agreement and Plan of Reorganization (Avanex Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this ----------------------- Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Palm Inc), Agreement and Plan of Reorganization (Extended Systems Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of Company capital stock or any shares of capital stock of the CompanySub, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Globalive Communications Corp.), Agreement and Plan of Merger (Yak Communications Inc)
Effect on Capital Stock. Upon At the Effective Time and upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occurCompany Securityholder:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Netlogic Microsystems Inc), Agreement and Plan of Merger (Insignia Solutions PLC)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and this Agreement and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock the securities of the Company, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rhapsody Acquisition Corp.), Agreement and Plan of Merger (Arpeggio Acquisition Corp)
Effect on Capital Stock. Upon At the Effective Time and upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occurCompany Stockholder:
Appears in 2 contracts
Samples: Agreement and Plan of Merger Reorganization (8x8 Inc /De/), Agreement and Plan of Merger
Effect on Capital Stock. Upon At the Effective Time, pursuant to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company Constituent Corporations or the holders of any shares of the capital stock of the Company, the following shall occurConstituent Corporations:
Appears in 2 contracts
Samples: LMC Agreement (Time Warner Inc), Option Agreement (Time Warner Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company Xxxxxx or the holders of any shares of capital stock common stock, par value $0.01 per share, of Xxxxxx (the Company, the following shall occur:“Xxxxxx Common Stock”):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Andrew Corp), Agreement and Plan of Merger (Commscope Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective TimeTime of Merger I, by virtue of the Merger I and without any action on the part of Parent, Merger SubSubs, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Aclara Biosciences Inc), Agreement and Plan of Merger and Reorganization (Virologic Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger SubPurchaser, the Company or the holders of any shares of capital stock of the Company, the following shall occurCompany Common Stock:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mens Wearhouse Inc), Agreement and Plan of Merger (Bank Jos a Clothiers Inc /De/)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this ----------------------- Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occursecurities:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Onsale Inc), Agreement and Plan of Merger (Egghead Com Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and this Agreement and without any action on the part of ParentAxxxxxxx, Merger Sub, the Company or the holders of any shares of capital stock of the CompanyCompany Shareholder, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aduddell Industries Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Acquisition Sub, the Company Company, or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon On the terms and subject to the conditions of ----------------------- set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Company, Spinco, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Quantum Corp /De/)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Reincorporation Merger and without any action on the part of ParentPurchaser, Merger Sub, the Company Sub or the holders of any shares of capital stock of the CompanyPurchaser, the following shall occur:
Appears in 1 contract
Samples: Plan of Reorganization and Share Exchange Agreement (Hartcourt Companies Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective TimeTime of Merger I, by virtue of the Merger I and without any action on the part of Parent, Merger Sub, the Company Raven or the holders of any shares of capital stock of the Company, the following shall occursecurities:
Appears in 1 contract
Effect on Capital Stock. Upon At the Effective Time and subject to and upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of ParentBuyer, Merger Acquisition Sub, the Company Company, the Stockholder Representative, the Stockholders or the holders of any shares of capital common stock of the Company, the following shall occur:Acquisition Sub (“Acquisition Sub Common Stock”):
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of ----------------------- this Agreement, at as of the Effective Time, by virtue of the Merger and without any action on the part of the Parent, the Merger Sub, the Company or the holders holder of any shares of capital stock of the CompanyParent Common Stock or the Company Capital Stock, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Level 8 Systems)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of Company Capital Stock or capital stock of the CompanySub, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (PMC Sierra Inc)
Effect on Capital Stock. Upon At the Effective Time and upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or any Company Stockholder, the holders of any shares of capital stock Company Stock will be entitled to receive, as and to the extent provided below, their specific portions of (i) the CompanyMerger Consideration, (ii) the following shall occurEarn-Out Consideration, (iii) the Escrow Consideration, and (iv) the Expense Consideration, in each and every case subject to the applicable provisions of this Agreement:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Netlogic Microsystems Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the First Merger and this Agreement and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of the capital stock of the Company, and subject to Sections 1.4(b), 1.4(c) and 1.4(d), the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Restaurant Acquisition Partners, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Samples: Non Employee Shareholders' Agreement (724 Solutions Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (On2 Technologies, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and this Agreement and without any action on the part of Parent, Merger Sub, the Company Parent or the holders of any shares of capital stock of the Company, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Victory Acquisition Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this AgreementAgreement and assuming the conversion of all outstanding shares of Company Preferred Stock into shares of Company Common Stock immediately prior to the Effective Time, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the CompanyCompany Common Stock, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Greenwich and VQ Merger Sub, the Company Sub or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (VioQuest Pharmaceuticals, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue reason of the Merger and without any action on the part of Parent, Merger Sub, the Company holder of any shares of the capital stock of AVS or the holders holder of any shares of capital stock of the Company, the following shall occurSub:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Muse Technologies Inc)
Effect on Capital Stock. Upon On the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company Company, or the holders of any shares of the capital stock of the Company, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue of the Merger and without any action on the part of the Parent, the Merger Sub, the Company or the holders holder of any shares of capital stock of the CompanyParent Common Stock or the Company Capital Stock, the following shall occur:
Appears in 1 contract
Samples: Employment Continuation Agreement (Sanctuary Woods Multimedia Corp)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders holder of any shares of capital stock of Parent or the Company, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon At the Effective Time and on the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occurCompany Securityholder:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger SubAcquiror, the Company or the holders of any shares of the capital stock of the Company, Acquiror or Parent, the following shall will occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Novametrix Medical Systems Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of ParentCEP, Merger Sub, the Company Company, or the holders of any shares of capital stock of the Company, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fortune Industries, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at Agreement and the Effective TimeAgreement of Merger, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders holder of any shares of capital stock of Whipple Common Stock, at the Company, Effective Time the following shall occuroccxx:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Somerset Group Inc)
Effect on Capital Stock. Upon the terms and subject Subject to the conditions provisions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of ParentAcquiror, Merger Sub, the Company or the holders any holder of any shares securities of capital stock of Acquiror, Merger Sub or the Company, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occursecurities:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Flextronics International LTD)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occurCompany Common Stock:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Indevus Pharmaceuticals Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, after giving effect to Section 5.7 hereof by virtue of the Merger and without any action on the part of the Parent, Merger SubSubs, the Company Company, or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holders any Stockholder or any holder of any shares of capital stock of the Company, the following shall occurMerger Sub:
Appears in 1 contract
Samples: Agreement and Plan of Merger (On Semiconductor Corp)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of Company Capital Stock, upon the Company, terms and subject to the following shall occurconditions set forth in this Section 1.6 and throughout this Agreement:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions ----------------------- of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Microchip Technology Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective TimeTime of Merger I, by virtue of the Merger I and without any action on the part of Parent, Merger SubSub I, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Samples: Voting Agreement (Realnetworks Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares share of capital stock of the CompanyCompany Capital Stock, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aratana Therapeutics, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parentthe Purchaser, Merger Sub, the Company or the Company, any holders of any shares of capital stock or other voting or equity interests in any of the Companyforegoing, or any other Person, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of Company Common Stock or any shares of capital stock of the Company, the following shall occurMerger Sub:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occuroccur at the Effective Time:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of set forth in ----------------------- this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any of (i) any shares of capital stock of the Company, (ii) any shares of capital stock of Merger Sub or (iii) any shares of capital stock of Parent, the following provisions shall occurapply:
Appears in 1 contract
Effect on Capital Stock. Upon At the Effective Time and upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders any holder of any shares of capital stock of the Company, the following shall occursecurities:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger SubPurchaser, the Company or the holders of any shares of capital stock of the Company, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Nile and Merger Sub, the Company Sub or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue of the Merger and without any action on the part of the Parent, Merger SubMergerCo, the Company, the holders (each a “Stockholder” and collectively, the “Stockholders”) of any shares of the capital stock of the Company (the “Company Stock”) or the any holders of any shares of the capital stock of the Company, the following shall occurMergerCo:
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Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company parties or the holders of any shares of capital stock the outstanding securities of the Company, the following shall occuroccur with respect to each share of Series B Preferred Stock, each share of Series A Preferred Stock and each share of Common Stock:
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Samples: Agreement and Plan of Merger (Supernus Pharmaceuticals Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this ----------------------- Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company Company, or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Samples: Agreement and Plan of Merger (Agilent Technologies Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger Mergers and without any action on the part of Parent, Callisto, Synergy, Callisto Merger Sub, the Company Synergy Merger Sub or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Effect on Capital Stock. Upon On the terms and subject to the conditions of ----------------------- set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger SubCompany, the Company Spinco or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Samples: Amended and Restated Agreement and Plan of Merger and Reorganization (Quantum Corp /De/)
Effect on Capital Stock. Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of ParentSyneron, Merger Sub, the Company Company, or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Samples: Agreement and Plan of Merger (Syneron Medical Ltd.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this ----------------------- Agreement, at the Effective Time, by virtue of the Merger Amalgamation and without any action on the part of Parent, Merger Amalgamation Sub, the Company Company, ML Holdco or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Samples: Agreement and Plan of Amalgamation (Numerical Technologies Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, BV Sub, Merger Sub, the Company or the holders of any shares of capital stock or other securities of the Company, the following shall occur:
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Effect on Capital Stock. Upon On the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger SubCompany, the Company Spinco or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, Acquiror, Merger Sub or the following shall occurholder of any Company Stock:
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Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the CompanyCompany Stockholders, the following shall occur:
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Samples: Agreement and Plan of Merger (Allegro Microsystems, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company's capital stock, the following shall occur:
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Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and this Agreement and without any action on the part of Parent, Merger Sub, the Company IGPAC or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Samples: Agreement and Plan of Merger (Israel Growth Partners Acquisition Corp.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Company, the following shall occur:Company Capital Stock (as defined below):
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Samples: Agreement and Plan of Merger (Art Technology Group Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of Shareholders, upon the Company, the following shall occurterms and conditions set forth below in this Section 1.6(b) and elsewhere in this Agreement:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Xcarenet Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the CompanyShares, the following shall occur:
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Effect on Capital Stock. Upon the terms and subject to the conditions ----------------------- of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
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Samples: Agreement and Plan of Merger and Reorganization (Genesis Microchip Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or Merger Sub or any action on the holders part of any holder of shares of capital stock of the Company, the following shall occur:
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Samples: Merger Agreement (Electronic Data Systems Corp /De/)
Effect on Capital Stock. Upon the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Holdings, Merger Sub, the Company Company, the Surviving Corporation or the holders of any shares of capital stock of the Companyfollowing securities (except as set forth herein), the following shall occur:
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Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company and Merger Sub or the holders of any shares of capital stock of the Companyfollowing securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (R&r Acquisition Vi, Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders holder of any shares Shares, the following shall occur (which is intended to comply fully with the liquidation preference provisions set forth in the Articles of capital stock Incorporation of the Company, as amended through the following shall occur:date hereof):
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