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

No Further Ownership Rights in Company Common Stock or Company Preferred Stock. All shares of Parent Common Stock issued upon conversion of shares of Company Common Stock or Company Preferred Stock in accordance with the terms hereof, and all cash paid pursuant to Sections 2.02(c) and 2.02(e), shall be deemed to have been issued in full satisfaction of all rights pertaining to such Company Common Stock or Company Preferred Stock, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the Company Common Stock or Company Preferred Stock which were outstanding prior to the Effective Time of the Merger. If, after the Effective Time of the Merger, Certificates are presented to the Surviving Corporation for any reason, they shall be cancelled and exchanged as provided in this Article II.

Appears in 3 contracts

Samples: Merger Agreement (Somanta Pharmaceuticals Inc.), Merger Agreement (Access Pharmaceuticals Inc), Merger Agreement (Access Pharmaceuticals Inc)

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No Further Ownership Rights in Company Common Stock or Company Preferred Stock. All The Merger Consideration paid in accordance with the terms of this Article I as a result of the conversion of any shares of Parent Company Common Stock issued upon conversion or Company Preferred Stock, or cancellation of Company Stock Options, shall be deemed to have been paid in full satisfaction of all rights pertaining to such shares of Company Common Stock or Company Preferred Stock in accordance with the terms hereof, and all cash paid pursuant to Sections 2.02(c) and 2.02(e), shall be deemed to have been issued in full satisfaction of all rights pertaining to or such Company Common Stock or Company Preferred StockOptions, and as applicable. 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 Common Stock or Company Preferred Stock which that were outstanding immediately prior to the Effective Time of the MergerTime. If, after the Effective Time of the MergerTime, any Certificates are presented to the Surviving Corporation or the Paying Agent for any reason, they shall be cancelled and exchanged as provided in this Article II.I.

Appears in 1 contract

Samples: Merger Agreement (Bioverativ Inc.)

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