Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 34 contracts
Samples: Merger Agreement (Investools Inc), Merger Agreement (Alliance Healthcard Inc), Merger Agreement (Bard C R Inc /Nj/)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 26 contracts
Samples: Merger Agreement (Marchex Inc), Merger Agreement (Go2net Inc), Merger Agreement (Autonomous Technologies Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 17 contracts
Samples: Merger Agreement (China Youth Media, Inc.), Merger Agreement (Verbena Pharmaceuticals Inc), Merger Agreement (Splinternet Holdings Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company with respect to all shares of capital stock of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock such shares of capital stock shall thereafter be made on the records of the Company.
Appears in 14 contracts
Samples: Merger Agreement (S.D. Shepherd Systems, Inc.), Merger Agreement (Hagler Bailly Inc), Merger Agreement (Executive Telecard LTD)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 12 contracts
Samples: Merger Agreement (Zurn Industries Inc), Merger Agreement (Natco Group Inc), Merger Agreement (Eig Acquisition Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company shares of Common Stock thereafter on the records of the Company. Any Certificates presented to the Exchange Agent or the Surviving Corporation for any reason at or after the Effective Time shall be exchanged for the Merger Consideration pursuant to the terms hereof.
Appears in 9 contracts
Samples: Merger Agreement (Stratford American Corp), Merger Agreement (Hudson General Corp), Merger Agreement (Buckley Evan R)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company. On or after the Effective Time, any certificates presented to the Paying Agent or Parent for any reason shall be converted into the Merger Consideration.
Appears in 9 contracts
Samples: Merger Agreement (DR Pepper Bottling Company of Texas), Merger Agreement (Zycon Corp), Merger Agreement (Continental Circuits Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 8 contracts
Samples: Merger Agreement (Globe Business Resources Inc), Merger Agreement (Chaparral Resources Inc), Agreement and Plan of Merger (Globe Business Resources Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 8 contracts
Samples: Merger Agreement (Marchex Inc), Merger Agreement (Marchex Inc), Merger Agreement (Marchex Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock Shares thereafter on the records of the Company.
Appears in 7 contracts
Samples: Acquisition Agreement, Merger Agreement (Oak Technology Inc), Recapitalization Agreement (Ddi Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed with respect to shares of Common Stock outstanding immediately prior to the Effective Time and there shall be no further registration of transfers of the Company Common Stock such shares thereafter on the records of the Company. From and after the Effective Time, the holders of shares of Common Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided in this Agreement or by law.
Appears in 6 contracts
Samples: Offer to Purchase (Ford Motor Co), Offer to Purchase (Ford Motor Co), Merger Agreement (Leapnet Inc)
Stock Transfer Books. At the close of business on the day prior to the Effective Time, the stock transfer books of the Company shall be closed, closed and there no transfer of Company Capital Stock shall thereafter be no further registration of transfers of the Company Common Stock thereafter made on the records of the Companysuch stock transfer books.
Appears in 5 contracts
Samples: Merger Agreement (Hologic Inc), Merger Agreement (Hologic Inc), Merger Agreement (Hologic Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company. From and after the Effective Time, the holders of the Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Capital Stock, except as otherwise provided in this Agreement or by Law.
Appears in 5 contracts
Samples: Merger Agreement (NextPlat Corp), Merger Agreement (NextPlat Corp), Merger Agreement (Progressive Care Inc.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock Shares thereafter on the records of the Company.
Appears in 5 contracts
Samples: Merger Agreement (Adam Inc), Merger Agreement (Radiant Systems Inc), Merger Agreement (Radiant Systems Inc)
Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed, closed immediately upon the Effective Time and there shall be no further registration of transfers of the Company Common Stock Shares thereafter on the records of the Company.
Appears in 5 contracts
Samples: Merger Agreement (Westwood One Inc /De/), Merger Agreement (Headwaters Inc), Merger Agreement (Metro Networks Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 5 contracts
Samples: Merger Agreement (Core Laboratories N V), Merger Agreement (Owen H Dean Jr), Merger Agreement (Core Laboratories N V)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed (after giving effect to the items contemplated by this Article IV) and thereafter there shall be no further registration of transfers of the shares of Company Common Stock thereafter theretofore outstanding immediately prior to the Effective Time on the records of the Company. From and after the Effective Time, the holders of Certificates shall cease to have any rights with respect to such shares of Company Common Stock except as otherwise provided herein or by Law.
Appears in 4 contracts
Samples: Merger Agreement (Comverge, Inc.), Merger Agreement (Solutia Inc), Merger Agreement (Southwall Technologies Inc /De/)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company Individual shall be closed, and there shall be no further registration of transfers of the Company Individual Common Stock thereafter on the records of the CompanyIndividual.
Appears in 4 contracts
Samples: Merger Agreement (Desktop Data Inc), Merger Agreement (Individual Inc), Merger Agreement (Individual Inc)
Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed, closed immediately upon the Effective Time of the Merger and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 4 contracts
Samples: Merger Agreement (WTC Industries Inc), Merger Agreement (Cuno Inc), Merger Agreement (Fauth John J)
Stock Transfer Books. At the close of business on the date of the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 4 contracts
Samples: Merger Agreement (Halliburton Co), Merger Agreement (Dresser Industries Inc /De/), Merger Agreement (Dresser Industries Inc /De/)
Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed, closed immediately upon the Effective Time and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 4 contracts
Samples: Merger Agreement (Outdoor Channel Holdings Inc), Merger Agreement (Shield Acquisition Corp/Ga), Merger Agreement (Outdoor Channel Holdings Inc)
Stock Transfer Books. At On the Effective Timedate hereof, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company. On or after the Effective Time, any Certificates presented to the Exchange Agent for any reason shall be converted into the Merger Consideration.
Appears in 4 contracts
Samples: Merger Agreement (Daou Systems Inc), Consent and Voting Agreement and Plan of Merger (Nabors Industries Inc), Consent and Voting Agreement and Plan of Merger (Nabors Industries Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closedclosed and, and thereafter, there shall be no further registration of transfers of the shares of Company Common Stock thereafter theretofore outstanding on the records of the Company. From and after the Effective Time, the holders of Certificates representing shares of Company Common Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares of Company Common Stock formerly represented thereby, except as otherwise provided in this Agreement or by Law.
Appears in 4 contracts
Samples: Merger Agreement (Healthextras Inc), Merger Agreement (Hub International LTD), Merger Agreement (Kaye Group Inc)
Stock Transfer Books. At Company's stock transfer books shall be closed immediately upon the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter Shares on the records of the Company's stock transfer records.
Appears in 3 contracts
Samples: Merger Agreement (Scherer Healthcare Inc), Merger Agreement (Stericycle Inc), Merger Agreement (Stericycle Inc)
Stock Transfer Books. At the Effective Time, the stock -------------------- transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 3 contracts
Samples: Merger Agreement (Xpedite Systems Inc), Merger Agreement (Premiere Technologies Inc), Merger Agreement (Premiere Technologies Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed (after giving effect to the items contemplated by this Article IV) and thereafter there shall be no further registration of transfers of the shares of Company Common Stock thereafter outstanding immediately prior to the Effective Time on the records of the Company. From and after the Effective Time, the holders of Certificates shall cease to have any rights with respect to such shares of Company Common Stock except as otherwise provided herein or by Law.
Appears in 3 contracts
Samples: Merger Agreement (Sutron Corp), Merger Agreement (Iris International Inc), Merger Agreement (Health Grades Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall will be closed, closed and there shall will be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 3 contracts
Samples: Merger Agreement (One World Pharma, Inc.), Merger Agreement (MedaSorb Technologies CORP), Merger Agreement (Gilder Enterprises Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock or Company Preferred Stock thereafter on the records of the Company. From and after the Effective Time, the holders of the Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Capital Stock, except as otherwise provided in this Agreement or by Law.
Appears in 3 contracts
Samples: Merger Agreement (Breeze Holdings Acquisition Corp.), Merger Agreement (Isleworth Healthcare Acquisition Corp.), Merger Agreement (GX Acquisition Corp.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 3 contracts
Samples: Merger Agreement (Webgain Inc), Merger Agreement (Cytotherapeutics Inc/De), Merger Agreement (Live Entertainment Inc)
Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed, closed immediately upon the Effective Time and there shall be no further registration of transfers of the Company Common Capital Stock thereafter on the records of the Company.
Appears in 3 contracts
Samples: Merger Agreement (Getty Images Inc), Merger Agreement (Knot Inc), Merger Agreement (AOL Inc.)
Stock Transfer Books. At the close of business on the date of the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 3 contracts
Samples: Merger Agreement (Cit Group Inc), Merger Agreement (Scott Technologies Inc), Merger Agreement (Scott Technologies Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company. From and after the Effective Time, the holders of shares of Company Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Company Stock, except as otherwise provided in this Agreement or by Law.
Appears in 3 contracts
Samples: Business Combination Agreement (Jet Token Inc.), Business Combination Agreement (Oxbridge Acquisition Corp.), Business Combination Agreement (Tortoise Acquisition Corp. II)
Stock Transfer Books. At the Effective Time, the stock transfer books -------------------- of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock or Company Preferred Stock thereafter on the records of the Company.
Appears in 3 contracts
Samples: Merger Agreement (Lycos Inc), Agreement and Plan of Merger (Lycos Inc), Merger Agreement (Lycos Inc)
Stock Transfer Books. At the close of business on the day of the Effective Time, the stock transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of the Company Common Stock thereafter Shares on the records of the Company. From and after the Effective Time, the holders of Shares outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Shares except as otherwise provided herein or by applicable Law.
Appears in 3 contracts
Samples: Merger Agreement (Medical Nutrition Usa Inc), Merger Agreement (Nokia Corp), Merger Agreement (Navteq Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock, Series D Preferred Stock or Series E Preferred Stock thereafter on the records of the Company.
Appears in 3 contracts
Samples: Merger Agreement (Vectis Cp Holdings LLC), Merger Agreement (Critical Path Inc), Merger Agreement (General Atlantic LLC)
Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closedclosed immediately upon the First Effective Time, and there shall be no further registration of transfers of the shares of Company Common Capital Stock thereafter on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement (Oddity Tech LTD), Merger Agreement (Oddity Tech LTD)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company. On or after the Effective Time, any Certificates presented to the Exchange Agent or Parent for any reason shall be converted into the applicable Merger Consideration and Additional Payments, if any.
Appears in 2 contracts
Samples: Merger Agreement (Montana Mills Bread Co Inc), Merger Agreement (Krispy Kreme Doughnuts Inc)
Stock Transfer Books. At As of the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall not be no any further registration of transfers of the shares of Company Common Capital Stock thereafter on the records of the Company. If, after the Effective Time, shares of Outstanding Capital Stock are presented to the Surviving Corporation, they shall be canceled and exchanged for the Merger Consideration, if any, payable with respect to such shares as provided for in Section 1.5. No interest shall accrue or be paid on any Merger Consideration payable upon the surrender of Outstanding Capital Stock.
Appears in 2 contracts
Samples: Merger Agreement (Life360, Inc.), Merger Agreement (Life360, Inc.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closedclosed and thereafter, and there shall be no further registration of transfers of the shares of Company Common Stock thereafter theretofore outstanding on the records of the Company.the
Appears in 2 contracts
Samples: Merger Agreement (Electronics for Imaging Inc), Merger Agreement (T/R Systems Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers transfer of the shares of Company Common Stock thereafter on the records of the Company. On or after the Effective Time, any certificates presented to the Paying Agent or Parent for any reason shall be converted into the Merger Consideration.
Appears in 2 contracts
Samples: Merger Agreement (Madison Dearborn Partners Inc), Merger Agreement (Tmil Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Capital Stock thereafter on the records of the Company. From and after the Effective Time, the holders of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Company Capital Stock, except as otherwise provided in this Agreement or by Law.
Appears in 2 contracts
Samples: Business Combination Agreement (Tailwind Acquisition Corp.), Business Combination Agreement (Tailwind Acquisition Corp.)
Stock Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall will be closed, and there shall will be no further registration of or transfers of the Company Common Stock capital stock thereafter on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement (Shea Development Corp.), Merger Agreement (Shea Development Corp.)
Stock Transfer Books. At Commencing on the Effective Timedate hereof, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company other than as required to comply with the terms of this Agreement. From and after the Effective Time, each holder of a Company Share Certificate shall cease to have any rights as a stockholder of the Company, except as otherwise provided in this Agreement or by Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lenco Mobile Inc.), Merger Agreement (Lenco Mobile Inc.)
Stock Transfer Books. At The Company's stock transfer books shall be closed immediately upon the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter Shares on the records of the Company's stock transfer records.
Appears in 2 contracts
Samples: Merger Agreement (Medsolutions Inc), Agreement and Plan of Merger (Eriksen Rochelle K.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall will be closed, closed and there shall will be no further registration of transfers of the Company Common Stock Shares thereafter on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement (Agency Com LTD), Merger Agreement (Seneca Investments LLC)
Stock Transfer Books. At Commencing on the Effective Timedate hereof, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company other than as required to comply with the terms of this Agreement. From and after the Effective Time, each holder of a Company Share Certificate shall cease to have any rights as a shareholder of the Company, except as otherwise provided in this Agreement or by Law.
Appears in 2 contracts
Samples: Merger Agreement (DemandTec, Inc.), Merger Agreement (InfoSearch Media, Inc.)
Stock Transfer Books. At the Effective Time, the stock -------------------- transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the CompanyCompany other than to reflect transfers of shares through the date on which the Effective Time occurs.
Appears in 2 contracts
Samples: Merger Agreement (Numar Corp), Merger Agreement (Halliburton Co)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall will be closed, closed and there shall will be no further registration of transfers of the shares of Company Common Capital Stock thereafter on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement, Merger Agreement (Capital City Energy Group, Inc.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company. If, after the Effective Time, Certificates are presented to the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this Article II.
Appears in 2 contracts
Samples: Merger Agreement (Superior Telecom Inc), Merger Agreement (Superior Telecom Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company. On or after the Effective Time, any certificates presented to the Exchange Agent, Parent or the Surviving Corporation for any reason shall be converted into the Merger Consideration.
Appears in 2 contracts
Samples: Merger Agreement (Viad Corp), Merger Agreement (Game Financial Corp)
Stock Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall will be closed, and there shall will be no further registration of or transfers of the Company Common Stock and Company Preferred Stock thereafter on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement (Shea Development Corp.), Merger Agreement (Caminosoft Corp)
Stock Transfer Books. At the Effective Time, the stock --------------------- transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement (Gec Acquisition Corp), Merger Agreement (Gec Acquisition Corp)
Stock Transfer Books. At From and after the Company Merger Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of Company Common Stock. From and after the Company Merger Effective Time, Persons who held Company Common Stock thereafter on outstanding immediately prior to the records of the CompanyCompany Merger Effective Time shall cease to have rights with respect to such shares, except as otherwise provided for in this Agreement or by applicable Law.
Appears in 2 contracts
Samples: Merger Agreement (American Campus Communities Inc), Merger Agreement (American Campus Communities Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of the shares of Company Common Stock thereafter theretofore outstanding on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement (Ecost Com Inc), Merger Agreement (Pfsweb Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the shares of Company Common Capital Stock thereafter on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement (Pegasus Communications Corp), Merger Agreement (Trimark Holdings Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the CompanyCompany and after the Effective Time there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of shares of Company Common Stock that were outstanding immediately prior to the Effective Time. If, after the Effective Time, any Certificates are presented to the Surviving Corporation or the Paying Agent for any reason, they shall be canceled and exchanged as provided in this Article II.
Appears in 2 contracts
Samples: Merger Agreement (HCH Acquisition Corp), Offer to Purchase (JRC Acquisition Corp)
Stock Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall will be closed, and there shall will be no further registration of or transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 2 contracts
Samples: Merger Agreement (Tix CORP), Merger Agreement (TWL Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Company Common Stock thereafter on the records of the CompanyShares that were outstanding immediately prior to the Effective Time.
Appears in 2 contracts
Samples: Merger Agreement (Capitol Acquisition Corp), Merger Agreement (Enterprise Acquisition Corp.)
Stock Transfer Books. At The stock transfer books of Company Bank shall be closed as of the Effective Time, the stock and no transfer books of record of any of the shares of Company Bank Stock shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Companytake place thereafter.
Appears in 2 contracts
Samples: Merger Agreement (Great Western Bancorp, Inc.), Merger Agreement (Great Western Bancorp, Inc.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.. From and after the Effective Time, the holders of Certificates evidencing ownership of shares of Company Common Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares except as otherwise provided herein or by applicable
Appears in 2 contracts
Samples: Merger Agreement (Galaxy Dream Corp), Merger Agreement (Rc2 Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closedclosed (after giving effect to the items contemplated by this Article III) and thereafter, and there shall be no further registration of transfers of the shares of Company Common Stock thereafter theretofore outstanding on the records of the Company. From and after the Effective Time, the holders of Certificates shall cease to have any rights with respect to such shares of Company Common Stock except as otherwise provided herein or by Law.
Appears in 2 contracts
Samples: Merger Agreement (Symmetry Surgical Inc.), Merger Agreement (Lawson Software, Inc.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company Xxxxxx shall be closed, closed and there shall be no further registration of transfers of the Company shares of Xxxxxx Common Stock thereafter on the records of Xxxxxx. On or after the CompanyEffective Time, any certificates presented to the Exchange Agent, Recoton or the Surviving Corporation for any reason shall be converted into the Merger Consideration.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Recoton Corp), Agreement and Plan of Merger (Recoton Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company, other than with respect to Company shall Common Shares held by the Buyout Group, will be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
Appears in 1 contract
Samples: Merger Agreement (Norwood Promotional Products Inc)
Stock Transfer Books. At the Effective Time, the stock transfer -------------------- books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock Shares thereafter on the records books of the Company.
Appears in 1 contract
Samples: Merger Agreement (Advanstar Inc)
Stock Transfer Books. At From and after the Effective TimeTimes, the stock transfer books of the Company shall Members will be closed, and there shall will be no further registration of or transfers of the Company Common Stock Shares thereafter on the records of the Company.
Appears in 1 contract
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall will be closed, and there shall will be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 1 contract
Samples: Merger Agreement (Immersion Corp)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock or Company Preferred Stock thereafter on the records of the Company.
Appears in 1 contract
Samples: Merger Agreement (Lycos Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration or transfer of transfers shares of the Company Common Stock thereafter Company's capital stock on the records of the Company.
Appears in 1 contract
Samples: Reorganization Agreement (Pacific Coast Apparel Co Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Shares of Company Common Stock thereafter on the records of the Company. On or after the Effective Time, any Certificates presented to the Paying Agent or Parent for any reason shall be converted into the Merger Consideration as provided in this Article III.
Appears in 1 contract
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration transfer of transfers shares of the Company Common Stock thereafter on the records of the Company. Any Certificates presented after the Effective Time for transfer shall be canceled and exchanged for the amount to which the Shares represented thereby shall be entitled pursuant to Sections 2.1 and 2.2.
Appears in 1 contract
Samples: Merger Agreement (American Radio Systems Corp /Ma/)
Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed, closed immediately upon the Effective Time and there shall be no further registration of transfers of the Company Common Stock Certificates thereafter on the records of the Company.
Appears in 1 contract
Samples: Merger Agreement (Channelpoint Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of the shares of Company Common Stock thereafter on and Company Preferred Stock or Company Options and Company Warrants that were outstanding immediately prior to the records of Effective Time. If, after the CompanyEffective Time, Certificates are presented to the Surviving Corporation or the Paying Agent for transfer or for any other reason, they shall be cancelled and exchanged as provided in this Article II.
Appears in 1 contract
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company. On or after the Effective Time, any Certificates presented to the Exchange Agent or Parent for any reason shall be canceled and exchanged for the Merger Consideration.
Appears in 1 contract
Samples: Merger Agreement (Bayard Drilling Technologies Inc)
Stock Transfer Books. At the close of business on the day of the Effective Time, the stock transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.. From and after the Effective Time, the
Appears in 1 contract
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the shares of Company Voting Common Stock or Company Non-Voting Common Stock, as applicable, thereafter on the records of the Company. Any Certificates presented to the Second Step Surviving Corporation for any reason at or after the Effective Time shall be canceled and exchanged for the Merger Consideration pursuant to the terms in this Section 2.
Appears in 1 contract
Samples: Merger Agreement (Vantas Inc)
Stock Transfer Books. At the close of business on the day prior to the Effective TimeTime of the Merger, the stock transfer books of the Company shall be closed, closed and there shall be no further registration transfer of transfers of the Company Common Stock shall thereafter be made on the records of the Companysuch stock transfer books.
Appears in 1 contract
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock Shares thereafter on the records of the CompanySurviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Zep Inc.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of shares of capital stock of the Company Common Stock thereafter on the records of the Company. On or after the Effective Time, any Certificates presented to the Paying Agent or Parent for any reason shall be converted into the Merger Consideration.
Appears in 1 contract
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company. From and after the Effective Time, the holders of Certificates shall cease to have any rights with respect to such shares except as otherwise provided herein or by law.
Appears in 1 contract
Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed, closed on the day immediately preceding the Closing Date and there shall not be no any further registration registrations of transfers of the any shares of Company Common Capital Stock thereafter on the records of the Company.
Appears in 1 contract
Samples: Merger Agreement (SAVVIS, Inc.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.of
Appears in 1 contract
Samples: Agreement and Plan of Merger (Los Buenos Leasing Co Inc)
Stock Transfer Books. At Three business days prior to the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.
Appears in 1 contract
Stock Transfer Books. At the Effective Time, the stock transfer -------------------- books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the CompanyCompany with respect to transfers by the Stockholders.
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Stock Transfer Books. At the Effective Time, the stock transfer books of the Company 8687544 shall be closed, and there shall be no further registration of transfers of the Company shares of 8687544 Common Stock thereafter on the records of the CompanyINOL.
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Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall will be closed, and there shall will be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
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Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed, closed on the day immediately preceding the Closing Date and there shall not be no any further registration of registrations or transfers of the any shares of Company Common Stock thereafter on the records of the Company.
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Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company.
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Samples: Merger Agreement (Waterlink Inc)
Stock Transfer Books. At On the Effective TimeClosing Date, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company. From and after the Effective Time, the Sole Stockholder shall cease to have any rights with respect to such Company Common Stock formerly represented thereby, except as otherwise provided herein or by Law.
Appears in 1 contract
Samples: Merger Agreement
Stock Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the records of the Company. From and after the Effective Time, the holders of Certificates and Book-entry Shares shall cease to have any rights with respect to such shares of Company Common Stock formerly represented thereby, except the right to receive the Merger Consideration as provided herein or by Law.
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Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the stock of the Company, including Company Common Stock and the Series A Preferred Stock, thereafter on the records of the Company. From and after the Effective Time, the holders of certificates representing shares of stock of the Company outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares except as otherwise provided herein or by any applicable laws.
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Samples: Merger Agreement (OccuLogix, Inc.)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock or Company Preferred Stock thereafter on the records of the Company.
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Samples: Merger Agreement (Cytyc Corp)
Stock Transfer Books. At After the Effective Time, the Company's stock transfer books of the Company shall be closed, closed and there shall be no further registration Transfers of transfers Company Common Stock. If, at or after the Effective Time, certificates represented outstanding shares of the Company Common Stock thereafter on are presented to the records of the CompanySurviving Corporation, they shall be canceled and exchanged in accordance with this Agreement.
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Samples: Merger Agreement (Spacedev Inc)
Stock Transfer Books. At the Effective Time, the stock transfer -------------------- books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock or Company Preferred Stock thereafter on the records of the Company.
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Stock Transfer Books. At the Effective Time, the The stock transfer books of the Company shall be closed, closed immediately upon the Effective Time and there shall be no further registration of transfers of the Company Common Stock Shares thereafter on the records of the Company.
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Samples: Merger Agreement (Adam Inc)
Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company. From and after the Effective Time, the holders of certificates representing such shares outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares except as otherwise provided herein or by any applicable laws.
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Samples: Merger Agreement (Uluru Inc.)
Stock Transfer Books. At the close of business on the day of the Effective Time, the stock transfer books of the Company shall be closed, closed and thereafter there shall be no further registration of transfers of the Company Common Stock thereafter Shares on the records of the Company.
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Stock Transfer Books. At As of the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall not be no any further registration of transfers of the shares of Company Common Capital Stock thereafter on the records of the Company.
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Stock Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed, closed and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of Company Common Stock thereafter on Shares that were outstanding immediately prior to the records of the CompanyEffective Time.
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Stock Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed, the Put Shares delivered in accordance with the terms hereof shall be deemed to have been paid in full satisfaction of all rights pertaining to the capital stock of the Company and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the CompanyCompany or the Surviving Company of any such capital stock.
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Stock Transfer Books. At From and after the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the shares of Company Common Stock thereafter on the books and records of the CompanyCompany or the Surviving Corporation. If, after the Effective Time, any Certificates are presented to the Exchange Agent or the Surviving Corporation for any reason, they shall be cancelled and exchanged as provided in this Article II.
Appears in 1 contract
Samples: Merger Agreement (Red Lion California LTD Partnership)
