Effect on Capital Stock of the Company. At the Effective Time, by virtue of the Merger and without any action on the part of Acquiror, Merger Sub, the Company or the holders of any shares of capital stock of the Company or Merger Sub:
Effect on Capital Stock of the Company. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub or the Company, any shares of Company Common Stock then held by the Company (or held in the Company’s treasury) shall be canceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.
Effect on Capital Stock of the Company. (a) At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares of capital stock of the Company, each Common Share outstanding as of the Effective Time shall be converted into the right to receive, subject to the terms of this Agreement, an amount in cash equal to the portion of the Merger Consideration allocated in respect thereof in accordance with Section 2.03 below and payable as provided in Section 2.07 below.
Effect on Capital Stock of the Company. At the Effective Time, -------------------------------------- each issued and outstanding share of Common Stock by virtue of the Merger and without any action on the part of the holder thereof, shall be converted into the right to receive, subject to the terms of this Agreement, an amount in cash equal to the Final Common Share Price; provided, however, that the -------- ------- amount paid at the Effective Time pursuant to Section 2.05 below in respect ------------ of such share of Common Stock shall be an amount in cash equal to the Closing Common Share Price. Following the Effective Time, the Final Common Share Price (to the extent not paid pursuant to the preceding sentence) shall be paid in respect of each share of Common Stock in accordance with the provisions set forth in this Agreement, the LLC Merger Agreement and the Escrow Agreement (as defined in the LLC Merger Agreement). Notwithstanding the foregoing, any shares of Common Stock owned by the Company, Merger Sub or Buyer shall not convert as described in this Section 2.02 but shall ------------ instead by virtue of the Merger and without any action on the part of the holder thereof be canceled and retired and shall cease to exist with no payment being made hereunder with respect thereto.
Effect on Capital Stock of the Company. At the Effective Time, by virtue of the Merger and without any action on the part of Sub, the Company or the holders of shares of Company Capital Stock, each share of Company Capital Stock issued and outstanding immediately prior to the Effective Time (other than any Dissenting Shares, as defined in Section 1.9 hereof), upon the terms and subject to the conditions set forth in this Section 1.6 and throughout this Agreement, including, without limitation, the escrow provisions set forth in ARTICLE VII hereof, will be canceled and extinguished and be converted automatically into the right to receive upon surrender of the certificate representing such shares of Company Capital Stock in the manner provided in Section 1.7 hereof, that portion of the Cash Consideration as set forth below:
Effect on Capital Stock of the Company. At the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the Company or the holders of shares of Company Capital Stock, each share of Company Capital Stock issued and outstanding immediately prior to the Effective Time (other than any Dissenting Shares, as defined in Section 1.9 hereof), upon the terms and subject to the conditions set forth in this Section 1.6 and throughout this Agreement will be canceled and extinguished and be converted automatically into the right to receive upon surrender of the certificate representing such shares of Company Capital Stock in the manner provided in Section 1.7 hereof, that portion of the Merger Consideration as set forth below:
Effect on Capital Stock of the Company. As of the Effective Date, by virtue of the Merger and without any action on the part of the holders thereof, the shares of stock of the Company owned by Navarre and the Shareholders, and the NRC shares of common stock shall be as set forth in Sections 1.8., 1.9., 1.10., 1.11. and 1.12. All outstanding options to purchase the Company's common stock shall be exercised prior to the Effective Date. Any options or warrants not exercised prior to the Effective Date shall automatically and immediately be extinguished and of no further force or effect, without any further action by NRC, the Company or any other party.
Effect on Capital Stock of the Company. At the Effective Time, by -------------------------------------- virtue of the Merger and without any action on the part of the holder thereof:
Effect on Capital Stock of the Company. At and as of the Effective Time, by virtue of the Merger and without any action on the part of Sub, the Company, the holders of shares of Company Capital Stock or any other Person, upon the terms and subject to the conditions set forth in this Section 1.6 and throughout this Agreement, including the escrow provisions set forth in Article VII of this Agreement:
Effect on Capital Stock of the Company. As of the Effective Time, by virtue of the Merger and without any action on the part of CSES Merger Sub, the Company or the holders of: (i) any shares of the Common Stock of the Company, or (ii) any shares of common stock of CSES Merger Sub, the following shall occur:
