Common use of Parent-Owned and Treasury Shares Clause in Contracts

Parent-Owned and Treasury Shares. Each Share that is owned, directly or indirectly, by Parent, or any direct or indirect wholly-owned Subsidiary of Parent, immediately prior to the Effective Time or held by the Company, or any direct or indirect wholly-owned Subsidiary of the Company, immediately prior to the Effective Time (in each case, other than any such Shares held on behalf of third parties) (the “Cancelled Shares”) will, by virtue of the Merger and without any action on the part of the holder thereof, be cancelled and will cease to exist, and no consideration will be delivered in exchange for such cancellation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Eastman Chemical Co), Agreement and Plan of Merger (TAMINCO Corp)

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Parent-Owned and Treasury Shares. Each Share that is owned, directly or indirectly, by Parent, Parent or any direct or indirect wholly-wholly owned Subsidiary of Parent, Parent immediately prior to the Effective Time or held by the Company, Company or any direct or indirect wholly-wholly owned Subsidiary of the Company, Company immediately prior to the Effective Time (in each case, other than any such Shares held on behalf of third parties) (the “Cancelled Shares”) willshall, by virtue of the Merger and without any action on the part of the holder thereof, be cancelled and will retired and shall cease to exist, and no consideration will shall be delivered in exchange for such cancellationcancellation and retirement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (McClatchy Co), Agreement and Plan of Merger (Goodman Global Inc)

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Parent-Owned and Treasury Shares. Each Share that is owned, directly or indirectly, by Parent, Parent or any direct or indirect wholly-owned Subsidiary subsidiary of Parent, Parent immediately prior to the Effective Time or held by the Company, Company or any direct or indirect wholly-owned Company Subsidiary of the Company, (as hereinafter defined) immediately prior to the Effective Time (in each case, other than any such Shares held on behalf of third parties) (the “Cancelled Shares”) willshall, by virtue of the Merger and without any action on the part of the holder thereof, be cancelled and will retired and shall cease to exist, and no consideration will shall be delivered in exchange for such cancellationcancellation and retirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Keithley Instruments Inc)

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