Common use of Registered Stockholders Clause in Contracts

Registered Stockholders. Prior to the surrender to the corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares, the corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 13 contracts

Samples: Merger Agreement (Ritchie Bros Auctioneers Inc), Merger Agreement (IAA, Inc.), Merger Agreement (TradeUP Acquisition Corp.)

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Registered Stockholders. Prior to the surrender to the corporation Corporation of the certificate or certificates for a share or shares of stock or notification to the Corporation of the transfer of uncertificated shares with a request to record the transfer of such share or shares, the corporation Corporation may treat the registered owner of such share or shares as the person entitled to receive dividends, to vote, to receive notifications, notifications and otherwise to exercise all the rights and powers of an ownerowner of such share or shares. The corporation To the fullest extent permitted by law, the Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 11 contracts

Samples: Merger Agreement (Summit Midstream Partners, LP), Business Combination Agreement (CBRE Acquisition Holdings, Inc.), Merger Agreement (GigCapital4, Inc.)

Registered Stockholders. Prior to the surrender to the corporation Corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares, the corporation Corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation Except as otherwise required by law, the Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 6 contracts

Samples: Merger Agreement (Bonanza Creek Energy, Inc.), Merger Agreement (Sandridge Energy Inc), Merger Agreement (Coeur Mining, Inc.)

Registered Stockholders. Prior to the surrender to the corporation Corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares, the corporation Corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (DEX ONE Corp), Agreement and Plan of Merger (Supermedia Inc.), Merger Agreement (Supermedia Inc.)

Registered Stockholders. Prior to the surrender to the corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares, the corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 3 contracts

Samples: Merger Agreement (BankFinancial CORP), Merger Agreement (Kellwood Co), Plan and Agreement of Merger (Gundle SLT Environmental Inc)

Registered Stockholders. Prior to the surrender to the corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares, the corporation Corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 2 contracts

Samples: Merger Agreement (Flexion Therapeutics Inc), Merger Agreement (Pacira BioSciences, Inc.)

Registered Stockholders. Prior to the surrender to the corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares, the corporation may treat the registered owner as the person entitled to receive dividendsdividends or other distributions, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner, and as the person to hold liable for calls and assessments. The corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Office Depot Inc), Agreement and Plan of Merger (MAPLEBY HOLDINGS MERGER Corp)

Registered Stockholders. Prior to the surrender to the corporation of the certificate or certificates for a share or shares of stock with Until a request to record transfer shares has been registered on the transfer books of such share or sharesthe Corporation in accordance with Section 2 of this Article VI, the corporation Corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, notifications and otherwise to exercise all the rights and powers of an owner. The corporation Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 2 contracts

Samples: Merger Agreement (Equitrans Midstream Corp), Merger Agreement (EQT Corp)

Registered Stockholders. Prior to the surrender to the corporation Corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares or the giving of transfer instructions with respect to uncertificated shares, the corporation Corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 2 contracts

Samples: Merger Agreement (Alpha Natural Resources, Inc.), Merger Agreement (Foundation Coal Holdings, Inc.)

Registered Stockholders. Prior to the due surrender to the corporation of the a certificate or certificates for a share or shares registration of stock with a request to record the transfer of such share or sharestransfer, the corporation Corporation may treat the registered owner as the person exclusively entitled to receive dividendsdividends and other distributions, to vote, to receive notifications, notice and otherwise to exercise all the rights and powers of an owner. The corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part owner of any other person, whether or not it shall have express or other notice thereof.the

Appears in 1 contract

Samples: Stock Purchase Agreement and Agreement and Plan of Merger (NCP SBG Lp)

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Registered Stockholders. Prior to the surrender to the corporation Corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares, the corporation Corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, notifications and otherwise to exercise all the rights and powers of an owner. The corporation Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 1 contract

Samples: Merger Agreement (NRG Energy, Inc.)

Registered Stockholders. Prior to the surrender to the corporation of the certificate or certificates certificate(s) for a share or shares share(s) of stock with a request to record the transfer of such share or sharesshare(s), the corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares share(s) on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 1 contract

Samples: Merger Agreement (Capital Gold Corp)

Registered Stockholders. Prior to the surrender to the corporation of the certificate or certificates for representing a share or shares of stock with a request to record the transfer of such share or shares, the corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 1 contract

Samples: Merger Agreement (Keypath Education International, Inc.)

Registered Stockholders. Prior to the surrender to the corporation of the certificate or certificates for a share or shares of stock with a request to record the transfer of such share or shares, the corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof. Notwithstanding the foregoing, any lender shall be entitled to enforce any interests pledged to it under any financing documentation without any restriction or limitation.

Appears in 1 contract

Samples: Business Combination Agreement (Decarbonization Plus Acquisition Corp II)

Registered Stockholders. Prior to the surrender to the corporation Corporation of the certificate or certificates certificate(s) for a share or shares share(s) of stock with a request to record the transfer of such share or sharesshare(s), the corporation Corporation may treat the registered owner as the person entitled to receive dividends, to vote, to receive notifications, and otherwise to exercise all the rights and powers of an owner. The corporation Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares share(s) on the part of any other person, whether or not it shall have express or other notice thereof.

Appears in 1 contract

Samples: Merger Agreement (Xplore Technologies Corp)

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