Common use of Transfer Books; No Further Ownership Rights in the Shares Clause in Contracts

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable Laws. After the Effective Time, the Surviving Corporation shall cancel and exchange, as provided in this Section 2.3, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Evolving Systems Inc)

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Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, the Surviving Corporation Paying Agent shall cancel and exchange, as provided in this Section 2.3SECTION 3, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vmware, Inc.)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of Company until reopened by the CompanySurviving Corporation. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.3Article II, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gsi Commerce Inc)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock Certificates outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, the Surviving Corporation Payments Administrator shall cancel and exchange, as provided in this Section 2.3SECTION 3, any presented certificate representing shares of Company Capital Stock Certificates outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inovalon Holdings, Inc.)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLaw. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.32.9, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Teradata Corp /De/)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates Certificates formerly evidencing representing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.32.10, any presented certificate Certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tivo Inc)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, Parent shall cause the Surviving Corporation shall or the Bank to cancel and exchange, as provided in this Section 2.32, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Insignia Solutions PLC)

Transfer Books; No Further Ownership Rights in the Shares. At The Company agrees to close its stock transfer books at the close of the Business Day immediately preceding the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.32, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netlogic Microsystems Inc)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsApplicable Law. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.32, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netlogic Microsystems Inc)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable Laws. After the Effective Time, the Surviving Corporation shall cancel and exchange, as provided in this Section 2.31.10, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fusion-Io, Inc.)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsApplicable Law. After the Effective Time, Parent or the Surviving Corporation shall cancel and exchange, as provided in this Section 2.32, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (MoSys, Inc.)

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Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable Laws. After the Effective Time, the Surviving Corporation Entity shall cancel and exchange, as provided in this Section 2.3, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Evolving Systems Inc)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.32, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netlogic Microsystems Inc)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, the Surviving Corporation Payments Administrator shall cancel and exchange, as provided in this Section 2.3SECTION 3, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Emc Corp)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLaw. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.33.03, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Allergan Inc)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements (as defined below). After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.32, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mykrolis Corp)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLaw. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.33.04, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Allergan Inc)

Transfer Books; No Further Ownership Rights in the Shares. At the Effective Time, the stock transfer books of the Company shall be closed, and thereafter there shall be no further registration of transfers of the shares of Company Capital Stock on the records of the Company. From and after the Effective Time, the holders of certificates formerly evidencing ownership of the shares of Company Capital Stock outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such shares, except as otherwise provided for herein or by applicable LawsLegal Requirements. After the Effective Time, the Surviving Corporation or the Paying Agent shall cancel and exchange, as provided in this Section 2.32.10, any presented certificate representing shares of Company Capital Stock outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vmware, Inc.)

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