Common use of No Further Rights of Transfers Clause in Contracts

No Further Rights of Transfers. From and after the Effective Time, each holder of Shares shall cease to have any rights as a stockholder of the Company, except as otherwise required by applicable law and except for, in the case of a holder of a Certificate (other than Certificates representing Shares to be canceled pursuant to Section 2.5(b)), the right to surrender his or her Certificate in exchange for payment of the applicable aggregate Merger Consideration (subject to abandoned property, escheat and similar laws), and no transfer of Shares shall be made on the stock transfer books of the Surviving Corporation. Certificates presented to the Surviving Corporation after the Effective Time shall be canceled and exchanged for the Merger Consideration as provided in this Article II. At the close of business on the day of the Effective Time the stock ledger of the Company with respect to the Shares shall be closed.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ipayment Inc), Agreement and Plan of Merger (Ipayment Inc)

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No Further Rights of Transfers. From At and after the Effective Time, each holder of Shares Common Stock (and the associated Rights) shall cease to have any rights as a stockholder of the Company, except as otherwise required by applicable law and except for, in the case of a holder of a Certificate (other than Certificates representing Shares shares of Common Stock (and the associated Rights) to be canceled pursuant to Section 2.5(b)3.2(a) hereof), the right to surrender his or her Certificate in exchange for payment of the applicable aggregate Merger Consideration (subject to abandoned property, escheat and similar laws)Consideration, and no transfer of Shares shares of Common Stock (and the associated Rights) shall be made on the stock transfer books of the Surviving Corporation. Certificates presented to the Surviving Corporation after the Effective Time shall be canceled and exchanged for the Merger Consideration cash as provided in this Article IIIII. At the close of business on the day of the Effective Time the stock ledger of the Company with respect to Common Stock (and the Shares associated Rights) shall be closed.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Omega Worldwide Inc), Agreement and Plan of Merger (Delta I Acquisition Inc)

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No Further Rights of Transfers. From At and after the Effective Time, each holder of Shares Stockholder and Optionholder shall cease to have any rights as a stockholder or option holder, as the case may be, of the Company, except as otherwise required by applicable law Law and except for, in the case of a holder of a Certificate certificate representing shares of Common Stock (other than Certificates representing Shares shares of Common Stock to be canceled pursuant to Section 2.5(b2.7(a)), the right to surrender his or her Certificate such certificate in exchange for payment of the applicable aggregate Merger Consideration (subject to abandoned property, escheat in accordance with Articles II and similar laws)III, and no transfer of Shares shares of Common Stock shall be made on the stock transfer books of the Surviving Corporation. Certificates presented to the Surviving Corporation after the Effective Time shall be canceled and exchanged for the Merger Consideration cash as provided in this Article II. At the close of business on the day of the Effective Time the stock ledger of the Company with respect to the Shares shares of Common Stock shall be closed.

Appears in 1 contract

Samples: Agreement and Plan of Merger (TransDigm Group INC)

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