Common use of Cancellation of Treasury and Parent Owned Stock Clause in Contracts

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (Coherent Inc), Agreement and Plan of Merger (Storage Technology Corp), Agreement and Plan of Merger (Intellisync Corp)

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Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Capital Stock held by the Company or owned by Merger Sub, Parent or any direct or indirect wholly-owned Subsidiary subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Services Acquisition Corp. International), Merger Agreement (Ithaka Acquisition Corp), Agreement and Plan of Merger (U S Wireless Data Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 6 contracts

Samples: Agreement and Plan of Reorganization (Omniture, Inc.), Agreement and Plan of Reorganization (Omniture, Inc.), Agreement and Plan of Reorganization (Visual Sciences, Inc.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company Merger Stock (i) issued and held in the Company’s treasury or Parent (ii) owned by Parent, Merger Sub or any direct or indirect wholly-other wholly owned Subsidiary of Parent or the Company or of Parent immediately prior to shall, at the Effective Time and by virtue of the Merger, cease to be outstanding and shall be canceled and extinguished retired without payment of any conversion thereofconsideration therefor, and no consideration shall be delivered in exchange therefor.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (12th Street Financial, LLC), Agreement and Plan of Merger (Hepalife Technologies Inc), Agreement and Plan of Merger (Harborview Master Fund Lp)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or subsidiary of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Northern Star Acquisition Corp.), Agreement and Plan of Reorganization (Pivotal Investment Corp II), Agreement and Plan of Reorganization (Newtown Lane Marketing Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Micron Technology Inc), Agreement and Plan of Merger (Solectron Corp), Agreement and Plan of Merger (Flextronics International Ltd.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent Parent, or any direct or indirect wholly-owned Subsidiary subsidiary of the Company or of Parent Parent, immediately prior to the Effective Time of the First Merger shall be canceled and extinguished without any conversion thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Sonic Solutions/Ca/), Agreement and Plan of Merger (Divx Inc), Agreement and Plan of Merger (Divx Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Brocade Communications Systems Inc), Agreement and Plan of Reorganization (McData Corp), Agreement and Plan of Reorganization

Cancellation of Treasury and Parent Owned Stock. Each share of the Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary (as defined in Section 2.1(a)) of the Company or of Parent immediately prior to the Effective Time of the Company Merger shall be canceled and extinguished without any conversion thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Palm Inc), Agreement and Plan of Reorganization (Palm Inc), Agreement and Plan of Reorganization (Handspring Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or owned by Merger Sub, Parent or any direct or indirect wholly-owned Subsidiary subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Israel Technology Acquisition Corp.), Agreement and Plan of Merger (Juniper Partners Acquisition Corp.), Agreement and Plan of Merger (Israel Technology Acquisition Corp.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof or the payment of any consideration therefor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (Covansys Corp)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof and no Merger Consideration shall be delivered in exchange therefor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cybersource Corp), Agreement and Plan of Merger (Visa Inc.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock or Company Series A Preferred Stock held by the Company or Parent Parent, or any direct or indirect wholly-wholly owned Subsidiary of the Company or of Parent Parent, immediately prior to the Effective Time shall be canceled cancelled and extinguished without any conversion thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (McAfee, Inc.), Agreement and Plan of Merger (Secure Computing Corp)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Capital Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent subsidiary thereof immediately prior to the Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Endeavor Acquisition Corp.), Agreement and Plan of Reorganization (Endeavor Acquisition Corp.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Capital Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary (as defined in Section 2.1(a)) of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Agilysys Inc), Agreement and Plan of Merger (Kyphon Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock Share, if any, held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Merger Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Medicinova Inc), Agreement and Plan of Merger (Avigen Inc \De)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent or any direct or indirect wholly-wholly owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Castelle \Ca\), Agreement and Plan of Merger (Captaris Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock and Series A Preferred held by Parent or owned by the Company or Parent or any direct or indirect wholly-wholly owned Subsidiary subsidiary of Parent or the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Trio Merger Corp.), Agreement and Plan of Reorganization (Trio Merger Corp.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock or Company Preferred Stock held by the Company Company, Merger Subs or Parent Parent, or any direct or indirect wholly-wholly owned Subsidiary subsidiary of the Company or of Parent Parent, immediately prior to the Effective Time of Merger I shall be canceled and extinguished without any conversion thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Arthrocare Corp), Agreement and Plan of Merger (Arthrocare Corp)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock and Company Preferred Stock held by the Company or owned by Merger Sub, Parent or any direct or indirect wholly-owned Subsidiary subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cea Acquisition Corp)

Cancellation of Treasury and Parent Owned Stock. Each share of the Company Common Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Speechworks International Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Capital Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary (as defined in Section 3.1(a)) of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 1 contract

Samples: Terms                                    agreement (IHS Inc.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock Share held by the Company or Parent or any direct or indirect wholly-wholly owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof or the payment of any consideration therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Federal Trust Corp)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock Membership Interest held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or subsidiary of Parent immediately prior to the Initial Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Northern Star Investment Corp. II)

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Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or owned by Merger Sub, the Parent or any direct or indirect wholly-owned Subsidiary subsidiary of the Company or of the Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Restaurant Acquisition Partners, Inc.)

Cancellation of Treasury and Parent Owned Stock. Each share At the Effective Time, all of the Company Common Stock Securities held by the Company or owned by Amalgamation Sub, Parent or any direct or indirect wholly-owned Subsidiary subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion or exchange in respect thereof.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ascend Acquisition Corp.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock Share held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof or the payment of any consideration therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Midland Co)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock NewCo Ordinary Share held by Parent, the Company or Parent NewCo or any direct or indirect wholly-owned Subsidiary subsidiary of Parent, the Company or of Parent NewCo immediately prior to the Effective Time shall be canceled and extinguished without any conversion or payment in respect thereof.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Bowen Acquisition Corp)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company Company, Merger Subs or Parent Parent, or any direct or indirect wholly-wholly owned Subsidiary subsidiary of the Company or of Parent Parent, immediately prior to the Effective Time of Merger I shall be canceled and extinguished without any conversion thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Aclara Biosciences Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Capital Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (HMS Holdings Corp)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Capital Stock held by the Company as treasury stock or Parent or any direct or indirect wholly-owned Subsidiary subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof or payment therefor.

Appears in 1 contract

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

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Capital Stock held by the Company or Parent (other than the Vested Company Warrants or any shares of Company Common Stock underlying the Vested Company Warrants) or any direct or indirect wholly-wholly owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled cancelled and extinguished without any conversion thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Towers Watson & Co.)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock or Company Preferred Stock held by the Company or Parent Parent, or any direct or indirect wholly-wholly owned Subsidiary of the Company or of Parent Parent, immediately prior to the Effective Time shall be canceled cancelled and extinguished without any conversion thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Answers CORP)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or Parent Parent, or any direct or indirect wholly-wholly owned Subsidiary of the Company or of Parent Parent, immediately prior to the Effective Time shall be canceled cancelled and extinguished without any conversion thereof.

Appears in 1 contract

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

Cancellation of Treasury and Parent Owned Stock. Each share of Company All Common Stock Shares held by Parent, Merger Sub or the Company or Parent or any direct or indirect wholly-wholly owned Subsidiary of Parent, Merger Sub or the Company or of Parent immediately prior to the Effective Time shall be canceled automatically cancelled and extinguished shall cease to exist without any conversion thereof, and no consideration shall be payable to the holder thereof in connection with such cancellation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Motive Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock Share held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof or the payment of any consideration therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Neoware Inc)

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held by the Company or the Parent or any direct or indirect wholly-wholly owned Subsidiary (as defined below) of the Company or of the Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 1 contract

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

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Capital Stock held by the Company or Parent or any direct or indirect wholly-owned Subsidiary of the Company or of Parent immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof and without payment of any cash consideration.

Appears in 1 contract

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

Cancellation of Treasury and Parent Owned Stock. Each share of Company Common Stock held that, immediately prior to the Effective Time, is (A) owned by the Company Company, Parent or Parent Merger Sub, or any direct or indirect wholly-owned Subsidiary of the Company Company, Parent or Merger Sub or (B) held in the treasury of Parent immediately prior to the Effective Time Company, shall be canceled and extinguished without any conversion thereof, and no cash or other consideration shall be delivered or deliverable in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Green Mountain Coffee Roasters Inc)

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