Common use of No Further Certificates Clause in Contracts

No Further Certificates. There shall be no further transfer on the records of Grow Solutions of certificates representing Grow Solutions’ Shares and there shall be no further transfer on the records of the Merger Sub of certificates representing securities of the Merger Sub following the Effective Time of the Merger. If any certificate for shares of Common Stock is to be issued in a name other than that in which the certificate for Merger Sub’s or Grow Solutions’ securities surrendered for exchange is registered, it shall be a condition of such exchange that the certificate so surrendered shall be properly endorsed, with signature guaranteed, or otherwise in proper form for transfer and that the person requesting such exchange shall pay to Parent or its transfer agent any transfer or other taxes or other costs required by reason of the issuance of certificates for such shares of Common Stock in a name other than that of the registered holder of the certificate surrendered, or establish to the satisfaction of Parent or its transfer agent that all taxes have been paid.

Appears in 2 contracts

Samples: Acquisition Agreement and Plan of Merger, Acquisition Agreement and Plan of Merger (Lighttouch Vein & Laser Inc)

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No Further Certificates. There shall be no further transfer on the records of Grow Solutions OneLove of certificates representing Grow Solutions’ Shares OneLove Membership Interests and there shall be no further transfer on the records of the Merger Sub of certificates representing securities of the Merger Sub following the Effective Time of the Merger. If any certificate for shares of Common Stock is to be issued in a name other than that in which the certificate for Merger Sub’s or Grow Solutions’ OneLove’s securities surrendered for exchange is registered, it shall be a condition of such exchange that the certificate so surrendered shall be properly endorsed, with signature guaranteed, or otherwise in proper form for transfer and that the person requesting such exchange shall pay to Parent or its transfer agent any transfer or other taxes or other costs required by reason of the issuance of certificates for such shares of Common Stock in a name other than that of the registered holder of the certificate surrendered, or establish to the satisfaction of Parent or its transfer agent that all taxes have been paid.

Appears in 2 contracts

Samples: Acquisition Agreement and Plan of Merger, Acquisition Agreement and Plan of Merger (Lighttouch Vein & Laser Inc)

No Further Certificates. There shall be no further transfer on the records of Grow Solutions Company of certificates representing Grow Solutions’ Company Shares and there shall be no further transfer on the records of the Merger Sub of certificates representing securities of the Merger Sub following the Effective Time of the Merger. If any certificate for shares of Common Stock is to be issued in a name other than that in which the certificate for Merger Sub’s or Grow Solutions’ Company’s securities surrendered for exchange is registered, it shall be a condition of such exchange that the certificate so surrendered shall be properly endorsed, with signature guaranteed, or otherwise in proper form for transfer and that the person requesting such exchange shall pay to Parent or its transfer agent any transfer or other taxes or other costs required by reason of the issuance of certificates for such shares of Common Stock in a name other than that of the registered holder of the certificate surrendered, or establish to the satisfaction of Parent or its transfer agent that all taxes have been paid.

Appears in 1 contract

Samples: Acquisition Agreement and Plan of Merger (Tca Global Credit Master Fund Lp.)

No Further Certificates. There shall be no further transfer on the records of Grow Solutions Sports Field of certificates representing Grow Solutions’ Sports Field Shares and there shall be no further transfer on the records of the Merger Sub of certificates representing securities of the Merger Sub following the Effective Time of the Merger. If any certificate for shares of Common Stock is to be issued in a name other than that in which the certificate for Merger Sub’s or Grow Solutions’ Sports Field’s securities surrendered for exchange is registered, it shall be a condition of such exchange that the certificate so surrendered shall be properly endorsed, with signature guaranteed, or otherwise in proper form for transfer and that the person requesting such exchange shall pay to Parent or its transfer agent any transfer or other taxes or other costs required by reason of the issuance of certificates for such shares of Common Stock in a name other than that of the registered holder of the certificate surrendered, or establish to the satisfaction of Parent or its transfer agent that all taxes have been paid.

Appears in 1 contract

Samples: Acquisition Agreement and Plan of Merger (Anglesea Enterprises, Inc.)

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No Further Certificates. There shall be no further transfer on the records of Grow Solutions IneedMD of certificates representing Grow Solutions’ IneedMD Shares and there shall be no further transfer on the records of the Merger Sub of certificates representing securities of the Merger Sub following the Effective Time of the Merger. If any certificate for shares of Common Stock is to be issued in a name other than that in which the certificate for Merger Sub’s or Grow Solutions’ IneedMD’s securities surrendered for exchange is registered, it shall be a condition of such exchange that the certificate so surrendered shall be properly endorsed, with signature guaranteed, or otherwise in proper form for transfer and that the person requesting such exchange shall pay to Parent or its transfer agent any transfer or other taxes or other costs required by reason of the issuance of certificates for such shares of Common Stock in a name other than that of the registered holder of the certificate surrendered, or establish to the satisfaction of Parent or its transfer agent that all taxes have been paid.

Appears in 1 contract

Samples: Acquisition Agreement and Plan of Merger (Clutterbug Move Management, Inc.)

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