Common use of Distribution of Merger Consideration Clause in Contracts

Distribution of Merger Consideration. The Merger Consideration, when distributed in accordance with the terms of this Agreement, will have been distributed to the holders of Company Stock in accordance with the provisions of the Company's Certificate of Incorporation in effect immediately prior to the Effective Time and any other document or agreement among the Company and such holders related to the distribution of the Merger Consideration.

Appears in 4 contracts

Samples: Agreement and Plan of Merger and Reorganization (Leukosite Inc), Agreement and Plan of Merger and Reorganization (Leukosite Inc), Agreement and Plan of Merger and Reorganization (Leukosite Inc)

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Distribution of Merger Consideration. The Merger Consideration, when distributed in accordance with the terms of this Agreement, will have been distributed to the holders of Company Stock in accordance with the provisions of the Company's Certificate of Incorporation Company Charter in effect immediately prior to the Effective Time and any other document or agreement among the Company and such holders or Executive Payee related to the distribution of the Merger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acme Packet Inc)

Distribution of Merger Consideration. The Merger Consideration, when distributed in accordance with the terms of this AgreementSections 1.7 and 1.8, will have been distributed to the holders of Company Capital Stock in accordance with the provisions of the Company's Certificate of Incorporation in effect immediately prior to the Effective Time and any other document or agreement among the Company and such holders related to the distribution of the Merger Consideration.. No holder of Company Capital Stock shall have any claims against Parent in connection with the distribution of the Merger Consideration by the Exchange Agent to the

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ligand Pharmaceuticals Inc)

Distribution of Merger Consideration. The Merger Consideration, when distributed in accordance with the terms of this Agreement, will have been distributed to the holders of Company Stock in accordance with the provisions of a manner that does not violate the Company's Certificate of Incorporation in effect immediately prior to the Effective Time and any other document or agreement among the Company and such holders related to the distribution of the Merger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Activbiotics Inc)

Distribution of Merger Consideration. The Merger Consideration, when distributed in accordance with the terms of this Agreement, will have been distributed to the holders of Company Common Stock in accordance with the provisions of the Company's Certificate ’s certificate of Incorporation incorporation in effect immediately prior to the Effective Time and any other document or agreement among the Company and such holders related to the distribution of the Merger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Uluru Inc.)

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Distribution of Merger Consideration. The Merger Consideration, when distributed in accordance with the terms of this AgreementAgreement (including any Closing Allocation Certificate), will have been distributed to the holders of Company Stock Former Holders in accordance with the provisions of the Company's Restated Certificate of Incorporation in effect immediately prior to and other constituent documents of the Effective Time Company and any other document or agreement among the Company and such holders or other Persons related to the distribution of the Merger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acorda Therapeutics Inc)

Distribution of Merger Consideration. The Merger Consideration, when When distributed in accordance with the terms of this Agreement, the Total Merger Consideration will have been distributed to the holders of Company Stock Holders in accordance with the provisions of the Company's Certificate of Incorporation in effect immediately prior to Company Charter Documents, the Effective Time Company Governing Agreements and any other document or agreement among the Company and such holders and/or the Company Holders related to the distribution of the Total Merger Consideration.

Appears in 1 contract

Samples: Option Agreement and Plan of Merger (Alcon Inc)

Distribution of Merger Consideration. The Merger Consideration, when distributed in accordance with the terms of this Agreement and the LLC Agreement, will have been distributed to the holders of Company Stock in accordance with the provisions of the Company's Certificate articles of Incorporation incorporation in effect immediately prior to the Effective Time and any other document or agreement among the Company and such holders related to the distribution of the Merger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cubist Pharmaceuticals Inc)

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