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

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Parent, Sub or any other wholly owned subsidiary of Parent shall be canceled, and no consideration shall be delivered in exchange therefor.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Crystal Gas Storage Inc), Agreement and Plan of Merger (El Paso Energy Corp/De), Agreement and Plan of Merger (Daniel Industries Inc)

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Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Parent, Merger Sub or any other wholly direct or indirect wholly-owned subsidiary Subsidiary of Parent shall be canceledcancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Advance America, Cash Advance Centers, Inc.), Agreement and Plan of Merger (Odyssey Healthcare Inc), Agreement and Plan of Merger (Gentiva Health Services Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares each Share that is owned by Parent, Parent or Sub or any other wholly owned subsidiary of Parent shall automatically be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor. Each Share that is owned by any direct or indirect wholly-owned subsidiary of Parent (other than Sub) or the Company shall remain outstanding without change.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Johnson & Johnson), Agreement and Plan of Merger (Femrx Inc), Confidentiality Agreement (Johnson & Johnson)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares each Share that is owned by Parent, Sub or any other wholly owned subsidiary of Parent shall automatically be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Maxxim Medical Inc), Agreement and Plan of Merger (Circon Corp), Compuware Corporation

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each share of the Common Stock of the Company that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares each Share that is owned by Parent, Sub Parent or any other direct or indirect wholly owned subsidiary of Parent shall automatically be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Ewok Acquisition Corp)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Parent, Sub Purchaser or any other wholly wholly-owned subsidiary Subsidiary of Parent shall be canceledcancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Cendant Corp), Agreement and Plan of Merger (Orbitz Inc), Agreement and Plan of Merger (Cendant Corp)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Parent, Sub the Purchaser or any other wholly owned subsidiary Subsidiary (as defined in Section 3.1 hereof) of Parent shall be canceled, cancelled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (American Studios Inc), Agreement and Plan of Merger (American Studios Inc), Agreement and Plan of Merger (Pca International Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share and Class B Share that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares each Share and Class B Share that is owned by Parent, Sub or any other wholly owned subsidiary of Parent shall automatically be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Graphic Industries Inc), Agreement and Plan of Merger (Wallace Computer Services Inc), Agreement and Plan of Merger (Wallace Computer Services Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Parent, Sub the Purchaser or any other wholly owned subsidiary Subsidiary (as defined in Section 8.4 hereof) of Parent shall be canceled, canceled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Aydin Corp), Agreement and Plan of Merger (Aydin Corp), Agreement and Plan of Merger (L 3 Communications Corp)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Parent, Acquisition Sub or any other wholly wholly-owned subsidiary Subsidiary of Parent shall be canceledcancelled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Scientific Games Corp), Agreement and Plan of Merger (Mdi Entertainment Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares each Share that is owned by the Parent, Sub the Purchaser, the US Parent or any other direct or indirect wholly owned subsidiary of Parent shall automatically be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 2 contracts

Samples: Agreement and Plan (Misys PLC), Agreement and Plan of Merger (C Ats Software Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Parent, Sub Purchaser or any other wholly direct or indirect wholly-owned subsidiary Subsidiary of Parent shall be canceledcancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Georgia Pacific Corp), Agreement and Plan of Merger (Koch Industries Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Any shares of Company Capital Stock that are owned directly or indirectly by the Company as treasury stock or stock, any shares of Company Capital Stock that are owned by any wholly owned direct or indirect subsidiary of the Company Company, and any Shares shares of Company Capital Stock that are owned by Parent, Parent or Merger Sub or any other direct or indirect wholly owned subsidiary Subsidiary of Parent Parent, shall be canceled, automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor.; and

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Broadvision Inc), Agreement and Plan of Merger (Bravo Holdco)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares shares of Company Stock (as defined below) that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares shares of Company Stock owned by Parent, Sub or any other wholly owned subsidiary Subsidiary (as defined in Section 3.1 below) of Parent shall be canceled, canceled and retired and shall cease to exist and no stock of Parent or other consideration shall be delivered in exchange therefor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (21st Century Telecom Group Inc), Agreement and Plan of Merger (RCN Corp /De/)

Cancellation of Treasury Stock and Parent-Owned Stock. All Any Shares that are owned directly or indirectly by the Company as treasury stock or owned by any wholly direct or indirect wholly-owned subsidiary Subsidiary of the Company immediately prior to the Effective Time, and any Shares owned by Parent, Sub Purchaser or any other wholly direct or indirect wholly-owned subsidiary Subsidiary of Parent immediately prior to the Effective Time, shall be canceled, automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Support Agreement (Monogram Biosciences, Inc.)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that (i) are held in the treasury of the Company, (ii) are the subject of, and irrevocably accepted for purchase pursuant to, the Offer, or (iii) at the commencement of the Offer are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Subsidiary, Parent, Sub or any other direct or indirect wholly owned subsidiary Subsidiary of Parent (including Purchaser) shall be canceledcancelled and shall cease to exist, and with no consideration shall be delivered in exchange thereforpayment being made with respect thereto.

Appears in 1 contract

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

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company (or held in the Company's treasury) and any Shares each Share that is owned by Parent, Parent or Sub or any other wholly owned subsidiary of Parent their respective subsidiaries shall be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Syntellect Inc)

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Cancellation of Treasury Stock and Parent-Owned Stock. All Shares shares of Company Stock that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares shares of Company Stock owned by Parent, Sub or any other wholly owned subsidiary of Parent shall be canceledcanceled and retired and shall cease to exist, and no stock of Parent or other consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Spectrx Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Any Company Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company stock, and any Company Shares owned by ParentParent or Merger Sub, Sub or any other wholly owned subsidiary of Parent shall be canceled, automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor. Each Company Share which is owned by any Subsidiary of the Company shall remain outstanding, with appropriate adjustment to the number thereof to preserve such Subsidiary’s relative ownership percentage in the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nymagic Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares each Share that is owned by Parent, Sub Parent or any other wholly owned subsidiary of Parent Purchaser shall be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tefron LTD)

Cancellation of Treasury Stock and Parent-Owned Stock. All Any Shares that are owned directly or indirectly by the Company as treasury stock or owned by any wholly direct or indirect wholly- owned subsidiary Subsidiary of the Company immediately prior to the Effective Time, and any Shares owned by Parent, Sub Purchaser or any other wholly direct or indirect wholly-owned subsidiary Subsidiary of Parent immediately prior to the Effective Time, shall be canceled, automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Orchid Cellmark Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each share of Company Stock that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary and each share of the Company and any Shares Stock that is owned by the Parent, the Sub or any other wholly owned subsidiary of the Parent shall automatically be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fidelity National Financial, Inc.)

Cancellation of Treasury Stock and Parent-Owned Stock. All issued and outstanding Shares that that, as of the Effective Time, are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares owned by Parent, LLC, the Sub or any other wholly owned subsidiary Subsidiary of Parent or LLC shall be canceled, canceled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gp Strategies Corp)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares or other capital stock owned by Parent, Sub the Purchaser or any other wholly owned subsidiary Subsidiary of Parent shall be canceled, canceled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Toy Biz Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share that are is owned directly or indirectly by the Company as treasury stock or by any wholly wholly-owned subsidiary Subsidiary of the Company and any Shares each Share that is owned by Parent, Sub 5 9 Purchaser or any other wholly wholly-owned subsidiary Subsidiary of Parent shall automatically be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Innovative Valve Technologies Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share that are is owned directly by or indirectly held in the treasury of the Company and each Share that is owned by the Company as treasury stock Parent, the Purchaser or by any other direct or indirect wholly owned subsidiary of the Parent or the Company shall automatically be canceled and any Shares owned by Parent, Sub or any other wholly owned subsidiary of Parent retired and shall be canceledcease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Blanch E W Holdings Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares that are owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares and shares of Series 2 Preferred Stock owned by Parent, Sub the Purchaser or any other wholly wholly-owned subsidiary Subsidiary of Parent or the Purchaser shall be canceledcancelled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Stock Purchase Agreement (Equivest Finance Inc)

Cancellation of Treasury Stock and Parent-Owned Stock. All Shares Each Share that are is owned directly or indirectly by the Company as treasury stock or by any wholly owned subsidiary of the Company and any Shares each Share that is owned by Parent, Sub Parent or any other wholly owned subsidiary of Parent or Sub shall be canceledcanceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: 4 Agreement and Plan of Merger (Incontrol Inc)

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