Common use of Share Transfer Books Clause in Contracts

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 13 contracts

Samples: Merger Agreement (Griffin Capital Essential Asset REIT, Inc.), Merger Agreement (Griffin Capital Essential Asset REIT, Inc.), Merger Agreement (Signature Office Reit Inc)

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Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 4 contracts

Samples: Merger Agreement (Cole Credit Property Trust Inc), Merger Agreement (American Realty Capital Properties, Inc.), Merger Agreement (Realty Income Corp)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason reason, or any Book-Entry Shares for which transfer is sought for any reason, shall be cancelled and exchanged for the Aggregate Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Summit Financial Services Group Inc), Merger Agreement (Summit Financial Services Group Inc)

Share Transfer Books. At From and after the Effective Time, the share transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for hereinin this Agreement. On or after the Effective Time, any Certificates or Book-Entry Shares of Company presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 2 contracts

Samples: Merger Agreement (Inland Diversified Real Estate Trust, Inc.), Merger Agreement (Kite Realty Group Trust)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity of the Parent Merger for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 2 contracts

Samples: Merger Agreement (Stratex Oil & Gas Holdings, Inc.), Merger Agreement (RICHFIELD OIL & GAS Co)

Share Transfer Books. At From and after the Effective Time, the share transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for hereinin this Agreement. On or after the Effective Time, any Certificates or Book-Entry Shares of Company presented to the Exchange Agent Agent, Parent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 2 contracts

Samples: Merger Agreement (Kite Realty Group, L.P.), Merger Agreement (Retail Properties of America, Inc.)

Share Transfer Books. At From and after the Effective Time, the share transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or From and after the Effective Time, any Certificates presented to the Exchange Agent Paying Agent, Surviving Corporation or the Surviving Entity transfer agent for any reason shall be cancelled and exchanged for the Company Common Stock Merger Consideration with respect to the shares of Company Common Stock formerly represented therebythereby in accordance with the procedures set forth in this Article III.

Appears in 2 contracts

Samples: Merger Agreement (Physicians Formula Holdings, Inc.), Merger Agreement (Physicians Formula Holdings, Inc.)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 2 contracts

Samples: Merger Agreement (Nationwide Health Properties Inc), Merger Agreement (Ventas Inc)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock or Company Restricted Shares immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 2 contracts

Samples: Merger Agreement (Ventas Inc), Merger Agreement (American Realty Capital Healthcare Trust Inc)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason reason, or any Book-Entry Shares for which transfer is sought for any reason, shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 2 contracts

Samples: Merger Agreement (Investors Capital Holdings LTD), Merger Agreement (RCS Capital Corp)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock Stock, formerly represented thereby.

Appears in 2 contracts

Samples: Merger Agreement (Westport Innovations Inc), Merger Agreement (Fuel Systems Solutions, Inc.)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates of the Company presented to the Exchange Agent Paying Agent, Surviving Corporation or the Surviving Entity transfer agent for any reason shall be cancelled and exchanged for the Company Common Stock Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 2 contracts

Samples: Merger Agreement (Pomeroy It Solutions Inc), Merger Agreement (Pomeroy It Solutions Inc)

Share Transfer Books. At the Effective Time, the The share transfer books of the Company shall be closed, closed at the Effective Time and thereafter there shall be no further registration of transfers of shares of Company Common StockStock on the records of the Company. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates (or effective affidavits of loss in lieu thereof) presented to the Exchange Agent or the Surviving Entity Parent for any reason shall be cancelled and exchanged for converted into the right to receive the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ohio Casualty Corp)

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Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates or Book-Entry Shares presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 1 contract

Samples: Merger Agreement (American Realty Capital Global Trust II, Inc.)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates or other shares of Company Common Stock presented to the Exchange Agent or the Surviving Entity Corporation for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 1 contract

Samples: Merger Agreement (Brookdale Senior Living Inc.)

Share Transfer Books. At and after the Effective Time, there shall be no transfers on the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of any shares of Company Common StockStock that were outstanding immediately prior to the Effective Time. From and If, after the Effective Time, Persons who held shares Certificates of the Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates are presented to the Exchange Agent or the Surviving Entity for any reason Corporation, they shall be cancelled canceled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented therebythereby shall be converted as provided in Section 1.4.

Appears in 1 contract

Samples: Merger Agreement (Earthlink Inc)

Share Transfer Books. At the Effective Time, the share stock transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after Stock theretofore outstanding on the Effective Time, Persons who held shares records of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented therebyCompany.

Appears in 1 contract

Samples: Merger Agreement (Healthpeak Properties, Inc.)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock or Preferred Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 1 contract

Samples: Merger Agreement (RCS Capital Corp)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Stock. From and after the Effective Time, Persons who held shares of Company Common Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 1 contract

Samples: Merger Agreement (Ballard Power Systems Inc.)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of shares of Company Common Capital Stock. From and after the Effective Time, Persons who held shares of Company Common Capital Stock immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Entity for any reason shall be cancelled and exchanged for the Merger Consideration with respect to the shares of Company Common Stock formerly represented thereby.

Appears in 1 contract

Samples: Merger Agreement (Mandalay Digital Group, Inc.)

Share Transfer Books. At the Effective Time, the share transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of shares of the Company Common StockShares. From and after the Effective Time, Persons persons who held shares of Company Common Stock Shares immediately prior to the Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for herein. On or after the Effective Time, any Certificates of the Company (or affidavits of loss in lieu thereof) presented to the Exchange Agent or Paying Agent, the Surviving Entity or the transfer agent for any reason shall be cancelled and exchanged for the Company Common Share Merger Consideration Consideration, with respect to the shares of Company Common Stock Shares formerly represented thereby.

Appears in 1 contract

Samples: Merger Agreement (Boston Capital Real Estate Investment Trust Inc)

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