Common use of No Further Ownership Rights in Target Common Stock Clause in Contracts

No Further Ownership Rights in Target Common Stock. All shares -------------------------------------------------- of Acquirer Common Stock issued pursuant to this Article II (and any cash paid pursuant to subsection (d) or (f) of this Section 2.2) shall be deemed to have been issued and paid in full satisfaction of all rights pertaining to such shares of Target Common Stock, subject, however, to the Surviving Corporation's obligation to pay any dividends or make any other distributions with a record date prior to the Effective Time which may have been declared or made by Target on such shares of Target Common Stock in accordance with the terms of this Agreement on or prior to the date hereof and which remain unpaid at the Effective Time, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the shares of Target 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 Section 2.2.

No Further Ownership Rights in Target Common Stock. All shares -------------------------------------------------- of Acquirer Parent Common Stock issued pursuant to upon the surrender for exchange of Certificates in accordance with the terms of this Article II (and including any cash paid pursuant to subsection (d) or (f) of this Section 2.2Article II) shall be deemed to have been issued (and paid paid) in full satisfaction of all rights pertaining to such the shares of Target Common StockStock theretofore represented by such Certificates, subject, however, to the Surviving Corporation's obligation to pay any dividends or make any other distributions with a record date prior to the Effective Time which may have been declared or made by Target on such shares of Target Common Stock in accordance with the terms of this Agreement on or prior to the date hereof and which remain unpaid at the Effective Time, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the shares of Target 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 canceled and exchanged as provided in this Section 2.2Article II, except as otherwise provided by law.

No Further Ownership Rights in Target Common Stock. All shares -------------------------------------------------- of Acquirer Parent Common Stock issued pursuant to upon the surrender for exchange of Certificates in accordance with the terms of this Article II I (and including any cash paid pursuant to subsection (dSection 1.7(e) or (f) of this Section 2.21.7(g)) shall be deemed to have been issued (and paid paid) in full satisfaction of all rights pertaining to such the shares of Target Common StockStock theretofore represented by such Certificates, subject, however, to the Surviving Corporation's obligation to pay any dividends or make any other distributions with a record date prior to the Effective Time of the Merger which may have been declared or made by the Target on such shares of Target Common Stock in accordance with the terms of this Agreement on or prior to the date hereof of this Agreement and which remain unpaid at the Effective TimeTime of the Merger, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the shares of Target Common Stock which were outstanding immediately prior to the Effective TimeTime of the Merger. If, after the Effective Time, Certificates are presented to Time of the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this Section 2.2.Merger,

No Further Ownership Rights in Target Common Stock. All shares of -------------------------------------------------- of Acquirer Acquiror Common Stock issued pursuant to this Article II upon the surrender for exchange of shares of Target Common Stock in accordance with the terms hereof (and including any cash paid pursuant to subsection (d) or (f) in lieu of this Section 2.2fractional shares) shall be deemed to have been issued and paid in full satisfaction of all rights pertaining to such shares of Target Common Stock, subject, however, to the Surviving Corporation's obligation to pay any dividends or make any other distributions with a record date prior to the Effective Time which may have been declared or made by Target on such shares of Target Common Stock in accordance with the terms of this Agreement on or prior to the date hereof and which remain unpaid at the Effective Time, and there shall be no further registration of transfers on the stock transfer books records of the Surviving Corporation of the shares of Target Common Stock which that 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 cancelled and exchanged as provided in this Section 2.2Article II; provided, however, that, notwithstanding any provision contained herein to the contrary, Acquiror shall have no obligation to issue shares of Acquiror Common Stock in excess of the Maximum Number of Acquiror Shares.