Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 6 contracts
Samples: Agreement and Plan of Merger and Reorganization (Dna Sciences Inc), Agreement and Plan of Merger and Reorganization (Pharmaceutical Product Development Inc), Agreement and Plan of Merger and Reorganization (Ask Jeeves Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 6 contracts
Samples: Registration Rights Agreement (Puma Technology Inc), Agreement and Plan of Merger and Reorganization (Quokka Sports Inc), Agreement and Plan of Merger and Reorganization (Conexant Systems Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 1.5(d), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cadence Design Systems Inc), Agreement and Plan of Merger and Reorganization (Cooper & Chyan Technology Inc), Affiliate Agreement (Interactive Group Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c1.5(b), 1.5(c) and 1.91.5(d), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Meridian Data Inc), Agreement and Plan of Reorganization (Transition Analysis Component Technology Inc), Agreement and Plan of Merger and Reorganization (Snap Appliances Inc)
Conversion of Shares. (aA) Subject to Sections 1.8(c) and 1.9SECTION 1.7(C), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Award Software International Inc), Agreement and Plan of Merger and Reorganization (Award Software International Inc), Agreement and Plan of Merger and Reorganization (Award Software International Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 1.8, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Acquisition Sub, the Company or any stockholder Stockholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (American Coin Merchandising Inc), Agreement and Plan of Merger (American Coin Merchandising Inc), Agreement and Plan of Merger (American Coin Merchandising Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c1.5(d) and 1.91.8, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cadence Design Systems Inc), Merger Agreement (Paradigm Technology Inc /De/), Merger Agreement (Abb Asea Brown Boveri LTD)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9the other subsections of this Section 1.5, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (LJL Biosystems Inc), Agreement and Plan of Merger and Reorganization (Molecular Devices Corp), Agreement and Plan of Merger and Reorganization (Molecular Devices Corp)
Conversion of Shares. (aA) Subject to Sections Section 1.8(c) and 1.9), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Exchange Applications Inc), Agreement and Plan of Merger And (Exchange Applications Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c1.5(c), 1.5(d) and 1.91.10, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:Company ("Company Shareholder"):
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Messagemedia Inc), Voting Agreement (Softbank Holdings Inc Et Al)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 1.10, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:Company (the "Company Shareholders"):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Eloquent Inc), Agreement and Plan of Merger and Reorganization (Eloquent Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 1.7(b), at on the Effective TimeDate, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyCompany Shareholders:
Appears in 2 contracts
Samples: Escrow Agreement (Andataco), Employment Agreement (Ipl Systems Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 1.6(d), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Clarent Corp/Ca), Agreement and Plan of Merger and Reorganization (Act Networks Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9, 1.10 and 1.11 at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyShareholder:
Appears in 1 contract
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder Stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Women Com Networks Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 1.5(c), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Sungard Data Systems Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 1.10, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, Holdings, the Company or any stockholder of Holdings or the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Packeteer Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 2.10, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyStockholder:
Appears in 1 contract
Conversion of Shares. (a) Subject to Sections 1.8(c1.8(a) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger And (Maxim Pharmaceuticals Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder member of the Company:
Appears in 1 contract
Conversion of Shares. (a) Subject to Sections 1.8(c1.8(b) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyStockholder:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Wind River Systems Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c1.8(d) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Medibuy Com Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) 1.8(a), 1.9 and 1.91.10, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Aurora Biosciences Corp)
Conversion of Shares. (aA) Subject to Sections 1.8(c1.5(b), 1.5(c) and 1.91.5(e), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Consilium Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c1.5, 1.8(d) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Ditech Corp)
Conversion of Shares. (a) Subject to Sections 1.8(c1.5(b), 1.5(c) and 1.91.5(e), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Applied Materials Inc /De)
Conversion of Shares. (a) Subject to Sections Section 1.8(c) and 1.9), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyShareholder:
Appears in 1 contract
Conversion of Shares. (a) Subject to Sections 1.8(cSection 1.7(b) and 1.9Section 1.8, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 1 contract
Samples: Affiliate Agreement (Artecon Inc)
Conversion of Shares. (a) Subject to Sections 1.5(c), 1.8(c) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 1 contract
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger And (Rogue Wave Software Inc /Or/)
Conversion of Shares. (a) Subject to Sections 1.8(c1.5(c) and 1.91.8, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger And (Pharmacopeia Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 2.8(c), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyShareholder:
Appears in 1 contract
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9Section 1.7(b), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyShareholders:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Caere Corp)
Conversion of Shares. (a) Subject to Sections 1.8(c1.5(b), 1.5(c) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:Company ("Company Shareholder"):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Messagemedia Inc)
Conversion of Shares. (a) Subject to Sections 1.5(c), 1.8(c) and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Conversion of Shares. (aA) Subject to Sections 1.8(c) the other subsections of this Section 1.5 and Section 1.9, at the Effective TimeTime of Merger I, by virtue of the Merger I and without any further action on the part of Parent, Merger SubSubs, the Company or any stockholder shareholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Molecular Devices Corp)
Conversion of Shares. (a) Subject to Sections 1.8(c) 1.8 and 1.9, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: V 7 Agreement and Plan of Merger And (Cypress Bioscience Inc)
Conversion of Shares. (a) Subject to Sections 1.8(c) and 1.9), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Siebel Systems Inc)
Conversion of Shares. (aA) Subject to Sections 1.8(c) the other subsections of this Section 1.5 and 1.9Section 1.11, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Agritope Inc)
