No Further Ownership Rights in Company Common Stock. All shares of Buyer Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of this Article III (including any cash paid pursuant to Section 3.6 or 3.8) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lightspan Inc), Agreement and Plan of Merger (Plato Learning Inc), Agreement and Plan of Merger (Decode Genetics Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 1.8(a), 2.3 or 3.82.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lehman Brothers Holdings Inc), Agreement and Plan of Merger (Safeway Inc), Agreement and Plan of Merger (Neuberger Berman Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article 1 and this Article III 2 (including any cash paid pursuant to Section 3.6 2.03 or 3.82.05) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the such shares of Company Common Stock.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Gillette Co), Agreement and Plan of Merger (Procter & Gamble Co), Agreement and Plan of Merger (Procter & Gamble Co)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 Sections 2.3 or 3.82.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Photomedex Inc), Agreement and Plan of Merger (Procyte Corp /Wa/), Agreement and Plan of Merger (Photomedex Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of this Article III II (including any cash paid pursuant to Section 3.6 2.3 or 3.8Section 2.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common StockStock previously represented by such Certificates.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Verizon Communications Inc), Agreement and Plan of Merger (Mci Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock the Shares in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 or 3.8Sections 2.5 and 2.7) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common StockShares.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Leucadia National Corp), Agreement and Plan of Merger (Comverse Technology Inc/Ny/), Agreement and Plan of Merger (Texas Instruments Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Common Stock Parent Ordinary Shares issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 2.3 or 3.82.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Castlewood Holdings LTD), Agreement and Plan of Merger (Enstar Group Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 2.3 or 3.82.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common StockStock and associated Company Rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Quaker Oats Co), Agreement and Plan of Merger (Pepsico Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any stock dividends or cash paid pursuant to Section 3.6 2.3 or 3.8cash paid pursuant to Section 2.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Igo Corp), Agreement and Plan of Merger (Mobility Electronics Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock the Shares in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 or 3.8Sections 2.5 and 2.7) shall be deemed to have been issued or paid in full satisfaction of all rights under the DGCL pertaining to the shares of Company Common StockShares.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Category 5 Technologies Inc), Agreement and Plan of Merger (Burr Brown Corp)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock the Shares in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 or 3.8Sections 2.5 and 2.7) shall be deemed to have been issued or paid in full satisfaction of all rights under the MGCL pertaining to the shares of Company Common StockShares.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Texas Instruments Inc), Agreement and Plan of Merger (Unitrode Corp)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash cash, if any, paid in lieu of fractional shares or pursuant to Section 2.2 hereof paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I hereof and this Article III (including any cash paid pursuant to Section 3.6 or 3.8) II shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Babyuniverse, Inc.), Agreement and Plan of Merger (eToys Direct, Inc.)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon the conversion of shares of Company Common Stock in accordance with the terms of this Article Articles I, II and III (including any cash paid pursuant to Section 3.6 or 3.83.2(d)) shall be deemed to have been issued or and paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 2 contracts
Samples: Agreement and Plan of Merger And (Ask Jeeves Inc), Agreement and Plan of Merger and Reorganization (Iac/Interactivecorp)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of this Article III (including any cash paid pursuant to Section 3.6 3.5 or 3.83.7) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bruker Axs Inc), Agreement and Plan of Merger (Bruker Daltonics Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of this Article III II (including any cash paid pursuant to Section 3.6 2.2(c) or 3.8Section 2.2(e)) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common StockStock previously represented by such Certificates and/or Book Entry Shares.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (ARBINET Corp), Agreement and Plan of Merger (Primus Telecommunications Group Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid in lieu of any fractional shares of Parent Common Stock pursuant to Section 3.5 and any dividends or other distributions made pursuant to Section 3.3 upon conversion of shares of Company Common Stock in accordance with the terms of this Article III (including any cash paid pursuant to Section 3.6 or 3.8) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mim Corp), Agreement and Plan of Merger (Chronimed Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock the Shares in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 or 3.8Sections 2.5 and 2.7) shall be deemed to have been issued or paid in full satisfaction of all rights under the URBCA pertaining to the shares of Company Common StockShares.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Prosofttraining Com), Agreement and Plan of Merger (Trinity Learning Corp)
No Further Ownership Rights in Company Common Stock. All --------------------------------------------------- shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock the Shares in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 or 3.8Sections 2.5 and 2.7) shall be deemed to have been issued or paid in full satisfaction of all rights under the DGCL pertaining to the shares of Company Common StockShares.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Texas Instruments Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Common Parent Stock issued and cash paid upon conversion of shares of Company Common Stock the Shares in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 or 3.8Sections 2.5 and 2.7) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common StockShares.
Appears in 1 contract
Samples: Agreement and Plan of Merger (O2wireless Solutions Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Common Parent Preferred Stock issued and cash paid upon conversion of the shares of Company Common Stock in accordance with the terms of this Article III 2 (including any cash paid pursuant to Section 3.6 or 3.8Sections 2.5 and 2.7) shall will be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Strategic Diagnostics Inc/De/)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 1.8(a), 2.3 or 3.82.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock. If, after the Effective Time, such Certificates are presented to the Surviving Corporation or the Exchange Agent for transfer, they shall be canceled and exchanged as provided in this Article II.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Jones Apparel Group Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 2.2 or 3.82.4) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Outdoor Channel Holdings Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Common Stock Exchangeable Shares issued and cash paid upon conversion of the shares of Company Common Stock in accordance with the terms Articles of this Article III (including any cash paid pursuant to Section 3.6 or 3.8) Amendment shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 1 contract
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 2.3 or 3.8Section 2.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Highbury Financial Inc)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Company Common Stock issued and cash paid upon conversion of shares of Company Bank Common Stock in accordance with the terms of this Article III (including any cash paid pursuant to Section 3.6 or 3.8) I shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Bank Common Stock.
Appears in 1 contract
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash cash, if any, paid in lieu of fractional shares or pursuant to Section 2.2 hereof paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I hereof and this Article III (including any cash paid pursuant to Section 3.6 or 3.8) II shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common StockStock (including any and all shares of Company Common Stock issued pursuant to the Conversion).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Oracle Healthcare Acquisition Corp.)
No Further Ownership Rights in Company Common Stock. All shares of Buyer Common Stock Parent Ordinary Shares issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any stock dividends or cash paid pursuant to Section 3.6 2.3 or 3.8cash paid pursuant to Section 2.5) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 1 contract
No Further Ownership Rights in Company Common Stock. All shares of Buyer Parent Common Stock issued and cash paid upon conversion of shares of Company Common Stock in accordance with the terms of Article I and this Article III II (including any cash paid pursuant to Section 3.6 2.2 or 3.8Section 2.4) shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to the shares of Company Common Stock.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Outdoor Channel Holdings Inc)
