No Purchase. Purchaser and Parent may allow the Offer to expire without accepting for payment or paying for any Shares, on the terms and conditions set forth in the Offer to Purchase (as defined in the Merger Agreement), and may allow the Option to expire without exercising the Option and purchasing all or any Shares pursuant to such exercise. If all Shares validly tendered and not withdrawn are not accepted for payment and paid for in accordance with the terms of the Offer to Purchase or pursuant to the exercise of the Option, they shall be returned to the Shareholders, whereupon they shall continue to be held by the Shareholders subject to the terms and conditions of this Agreement.
Appears in 3 contracts
Samples: Stockholders' Stock Tender Agreement (Softworks Inc), Stockholders' Stock Tender Agreement (Eagle Merger Corp), Stockholders' Stock Tender Agreement (Softworks Inc)
No Purchase. Purchaser and Parent may allow the Offer to expire without accepting for payment or paying for any Shares, on the terms and conditions set forth in the Offer to Purchase (as defined in the Merger Agreement), and may allow the Option to expire without exercising the Option and purchasing all or any Shares pursuant to such exercise. If all Shares validly tendered and not withdrawn are not accepted for payment and paid for in accordance with the terms of the Offer to Purchase or pursuant to the exercise of the Option, they shall be returned to the ShareholdersTrustees, whereupon they shall continue to be held by the Shareholders Trustees subject to the terms and conditions of this Agreement.
Appears in 3 contracts
Samples: Stock Tender Agreement (Softworks Inc), Stock Tender Agreement (Eagle Merger Corp), Stock Tender Agreement (Softworks Inc)
No Purchase. Purchaser Parent and Parent Sub may allow the Offer to expire without accepting for payment or paying for any Individual Shares, on the terms and conditions set forth in the Offer to Purchase (as defined in the Merger Agreement), and may allow the Option to expire without exercising the Option and purchasing all or any Individual Shares pursuant to such exercise. If all Individual Shares validly tendered and not withdrawn are not accepted for payment and paid for in accordance with the terms of the Offer to Purchase or pursuant to the exercise of the Option, they shall be returned to the ShareholdersStockholders, whereupon they shall continue to be held by the Shareholders Stockholders subject to the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Stock Tender Agreement (Mercator Software Inc), Stock Tender Agreement (Ascential Software Corp)
