Common use of No Further Ownership Rights in Company Capital Stock Clause in Contracts

No Further Ownership Rights in Company Capital Stock. All Merger Consideration paid upon the surrender for exchange of Certificates evidencing shares of Company Capital Stock in accordance with the terms hereof shall be deemed to have been paid in satisfaction of all rights pertaining to such shares of Company Capital Stock, and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the shares of Company Capital Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or the Exchange Agent for any reason, they shall be cancelled and exchanged as provided in this Article II.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Biosphere Medical Inc), Agreement and Plan of Merger (Merit Medical Systems Inc)

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No Further Ownership Rights in Company Capital Stock. All The Merger ----------------------------------------------------- Consideration paid in accordance with the terms of this Article II upon the surrender for exchange conversion of Certificates evidencing any shares of Company Capital Stock in accordance with the terms hereof shall be deemed to have been paid in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the shares of Company Capital Stock which that were outstanding immediately prior to the Effective Time. If, after the Effective Time, any Certificates are presented to the Surviving Corporation or the Exchange Paying Agent for any reason, they shall be cancelled canceled and exchanged as provided in this Article II.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Diatide Inc), Agreement and Plan of Merger (Schering Berlin Inc)

No Further Ownership Rights in Company Capital Stock. All The Merger ----------------------------------------------------- Consideration paid issued (and paid) in accordance with the terms of this Article II upon the surrender for exchange conversion of Certificates evidencing any shares of Company Capital Stock in accordance with the terms hereof shall be deemed to have been paid issued (and paid) in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the shares of Company Capital Stock which that were outstanding immediately prior to the Effective Time. If, after the Effective Time, any Certificates are presented to the Surviving Corporation or the Exchange Agent for any reason, they shall be cancelled canceled and exchanged as provided in this Article II.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Primestar Inc), Agreement and Plan of Merger (Cox Communications Inc /De/)

No Further Ownership Rights in Company Capital Stock. All The Merger Consideration paid upon or payable in respect of the surrender for exchange of Certificates evidencing shares of Company Capital Stock in accordance with the terms hereof shall be deemed to have been paid in be full satisfaction of all rights pertaining to such shares of Company Capital Stock, and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books records of the Surviving Corporation of the shares of Company Capital Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Company Stock Certificates are presented to the Surviving Corporation or the Exchange Agent for any reason, they shall be cancelled canceled and exchanged as provided in this Article II.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Solta Medical Inc)

No Further Ownership Rights in Company Capital Stock. All The Merger ---------------------------------------------------- Consideration paid pursuant to the Merger upon the surrender for exchange of Certificates evidencing shares of Company Capital Stock in accordance with the terms hereof hereof, shall be deemed to have been paid in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books records of the Surviving Corporation of the shares of Company Capital Stock which that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or the Exchange Agent for any reason, they shall be cancelled canceled and exchanged as provided in this Article II.I.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Autodesk Inc)

No Further Ownership Rights in Company Capital Stock. All The payment of the Aggregate Merger Consideration paid upon in respect of the surrender for exchange of Certificates evidencing shares of Company Capital Stock in accordance with the terms hereof shall be deemed to have been paid in be full satisfaction of all rights pertaining to such shares of Company Capital Stock, and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books records of the Surviving Corporation of the shares of Company Capital Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates any stock certificates representing shares of Company Capital Stock are presented to the Surviving Corporation or the Exchange Agent for any reason, they shall be cancelled and exchanged as provided in this Article II.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lsi Corp)

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No Further Ownership Rights in Company Capital Stock. All The Merger ---------------------------------------------------- Consideration paid issued upon the surrender for exchange of Certificates evidencing shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in respect thereof) shall be deemed to have been paid issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, Stock and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books records of the Surviving Corporation of the shares of Company Capital Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or the Exchange Agent for any reason, they shall be cancelled canceled and exchanged as provided in this Article II.I.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Level 8 Systems)

No Further Ownership Rights in Company Capital Stock. All Payment of the Per Share Merger Consideration paid upon the surrender for exchange of Certificates evidencing shares of Company Capital Stock issued in accordance with the terms hereof (together with any cash paid in respect thereof pursuant to Section 2.2(d)) shall be deemed to have been paid issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books records of the Surviving Corporation of the shares of Company Capital Common Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or the Exchange Agent for any reason, they shall be cancelled and exchanged as provided in this Article II.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Insightful Corp)

No Further Ownership Rights in Company Capital Stock. All The Merger Consideration paid Shares or Merger Cash issued pursuant to the Merger upon the surrender for exchange of Certificates evidencing shares of Company Capital Stock in accordance with the terms hereof hereof, shall be deemed to have been paid issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and from and after the Effective Time there shall be no further registration of transfers on the stock transfer books records of the Surviving Corporation of the shares of Company Capital Stock which that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation or the Exchange Agent for any reason, they shall be cancelled canceled and exchanged as provided in this Article II.I.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Carrier Access Corp)

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