No Further Ownership Rights in Company Capital Stock. All shares of Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.
Appears in 2 contracts
Samples: Plan of Reorganization (Kana Communications Inc), Plan of Reorganization (Kana Communications Inc)
No Further Ownership Rights in Company Capital Stock. All shares of ---------------------------------------------------- Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional sharesrespect thereof) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE Article 1.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Level One Communications Inc /Ca/), Affiliate Agreement (Level One Communications Inc /Ca/)
No Further Ownership Rights in Company Capital Stock. All shares of Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock Certificates in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued (and paid) in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of shares of Company Capital Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Company Certificates are presented to the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 2 contracts
Samples: Shareholder Agreement (Phone Com Inc), Agreement and Plan of Merger (Phone Com Inc)
No Further Ownership Rights in Company Capital Stock. All shares of Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional sharesrespect thereof pursuant to Section 1.6(f) and 1.7(d)) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of shares of Company Capital Stock which were outstanding immediately prior to the Effective Time. If, If after the Effective Time, Time Certificates are presented to the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Excite Inc), Agreement and Plan of Reorganization (At Home Corp)
No Further Ownership Rights in Company Capital Stock. All shares of Parent Exodus Common Stock issued upon the surrender for exchange of shares of Company Capital Common Stock in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Common Stock, and following the Effective Time there shall be no further registration of transfers on the records of the Company Surviving Corporation of shares of Company Capital Common Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates certificates are presented to the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Exodus Communications Inc), Agreement and Plan of Merger (Global Crossing LTD)
No Further Ownership Rights in Company Capital Stock. All ---------------------------------------------------- shares of Parent SciQuest Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company of shares of Company Capital Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Company Certificates are presented to the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this ARTICLE Article 1.. ---------
Appears in 1 contract
Samples: Plan of Merger and Reorganization (Sciquest Com Inc)
No Further Ownership Rights in Company Capital Stock. All shares of Parent ---------------------------------------------------- Common Stock issued or issuable upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional sharesrespect thereof) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Cirrus Logic Inc)
No Further Ownership Rights in Company Capital Stock. All shares of ---------------------------------------------------- Parent Common Stock or New Preferred Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional sharesrespect thereof) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE Article 1.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Magma Design Automation Inc)
No Further Ownership Rights in Company Capital Stock. All shares ---------------------------------------------------- of Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
No Further Ownership Rights in Company Capital Stock. All shares of Parent Common Stock issued or cash distributed upon the surrender for exchange of shares of Company Capital Stock Certificates in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued (and paid) in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Entity of shares of Company Capital Stock which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Company Certificates are presented to the Surviving Corporation Entity for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Tumbleweed Communications Corp)
No Further Ownership Rights in Company Capital Stock. All shares ---------------------------------------------------- of Parent Common Stock issued issued, and cash consideration paid, upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued delivered in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
No Further Ownership Rights in Company Capital Stock. All shares ---------------------------------------------------- of Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and after the Effective Time there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be exchanged and canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Gasonics International Corp)
No Further Ownership Rights in Company Capital Stock. All shares ------------------------------------------------------ of Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and after the Effective Time there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be exchanged and canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Cardiotech International Inc)
No Further Ownership Rights in Company Capital Stock. All shares of ---------------------------------------------------- Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Sandpiper Networks Inc)
No Further Ownership Rights in Company Capital Stock. All shares ----------------------------------------------------- of Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional sharesrespect thereof) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of shares of Company Capital Stock which that were outstanding immediately prior to the Effective Time. If, after the Effective Time, Company Capital Stock Certificates are presented to the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Failure Group Inc)
No Further Ownership Rights in Company Capital Stock. All The shares of ---------------------------------------------------- Parent Common Stock issued upon paid in respect of the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash in lieu paid with respect to fractional shares of fractional sharesParent Common Stock) shall be deemed to have been issued in be full satisfaction of all rights pertaining to such shares of Company Capital Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Centillium Communications Inc)
No Further Ownership Rights in Company Capital Stock. All shares of ------------------------------------------------------- Parent Common Stock issued upon the surrender for exchange of shares of Company Capital Stock in accordance with the terms hereof (including any cash paid in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Stock, and after the Effective Time there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be exchanged and canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
No Further Ownership Rights in Company Capital Stock. All shares of Parent Common Stock issued (and cash in lieu of fractional shares paid) upon the surrender for exchange of shares of Company Capital Common Stock in accordance with the terms hereof (including any cash in lieu of fractional shares) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Company Capital Common Stock, and there shall be no further registration of transfers on the records of the Company Surviving Corporation of 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 for any reason, they shall be canceled and exchanged as provided in this ARTICLE 1.Article I.
Appears in 1 contract
