Common use of Ownership of Company Capital Stock Clause in Contracts

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Medallia, Inc.), Agreement and Plan of Merger (Forescout Technologies, Inc), Agreement and Plan of Merger (Forescout Technologies, Inc)

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Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreementhereof.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Instructure Inc), Agreement and Plan of Merger (Instructure Inc), Agreement and Plan of Merger (Ellie Mae Inc)

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned “owned” any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as such terms are defined in Section 203 of the DGCL) of the Company, in each case during the two three years prior to the date of this Agreement.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Everbridge, Inc.), Agreement and Plan of Merger (Everbridge, Inc.), Agreement and Plan of Merger (Sumo Logic, Inc.)

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two three years prior to the date of this Agreementhereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Rover Group, Inc.), Agreement and Plan of Merger (RealPage, Inc.), Agreement and Plan of Merger (Omnicomm Systems Inc)

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners partners, managers (in the case of Parent) or Affiliates the Guarantor or, to the knowledge of Parent or any of its Affiliatesthe Guarantor, any employees of Parent, Merger Sub or any of their Affiliates the Guarantor (a) has owned any shares of Company Capital StockStock during the two (2) years prior to the date of this Agreement; or (b) is or has been at any time during the past three (3) years an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Innophos Holdings, Inc.), Agreement and Plan of Merger (Monotype Imaging Holdings Inc.), Agreement and Plan of Merger (Nutraceutical International Corp)

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its AffiliatesParent, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested affiliated stockholder” (as defined in Section 203 21.602 of the DGCLTBOC) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (True Wind Capital, L.P.), Agreement and Plan of Merger (Zix Corp), Agreement and Plan of Merger (Open Text Corp)

Ownership of Company Capital Stock. None During the three years prior to the date of this Agreement, none of Parent, Merger Sub Subsidiary or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub Subsidiary or any of their Affiliates (a) has owned “owned” any shares of Company Capital Stockthe Company’s capital stock (including the Shares); or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this AgreementDelaware Law).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Illumina Inc), Agreement and Plan of Merger (Pacific Biosciences of California, Inc.)

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its the Parent’s “Affiliates” or “Associates” directly or indirectly “owns,” and at all times during the three-year period prior to the date of this Agreement, any employees none of Parent, Merger Sub the Parent or any of their Affiliates (a) the Parent’s “Affiliates” or “Associates” directly or indirectly has owned “owned,” beneficially or otherwise, any shares of the outstanding Company Capital Common Stock; or (b) has been an “interested stockholder” (, as those terms are defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Biosphere Medical Inc), Agreement and Plan of Merger (Merit Medical Systems Inc)

Ownership of Company Capital Stock. None Except as set forth on Schedule 4.8, none of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stockcapital stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreementhereof.

Appears in 2 contracts

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

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners officers or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 1 contract

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

Ownership of Company Capital Stock. None of Parent, Merger Sub the Parent or Holdings or any of their respective directors, officers, general partners directors or Affiliates officers or, to the knowledge Knowledge of Parent or any of its Affiliatesthe Parent, any employees or Affiliates of Parent, Merger Sub the Parent or any of their Affiliates Holdings (a) has owned owns any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two (2) years prior to the date of this Agreement.

Appears in 1 contract

Samples: Business Combination Agreement (Cogint, Inc.)

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Ownership of Company Capital Stock. None As of the date hereof, none of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (ais an “affiliate” of the Company within the meaning of Rule 13e-3(a)(i) has owned under the Exchange Act, nor at any shares of Company Capital Stock; or (b) time during the last three years has been an “interested stockholder” (of the Company as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intraware Inc)

Ownership of Company Capital Stock. None of Parent, Merger Sub or Acquisition Sub, any of their respective directors, officers, general partners or Affiliates Subsidiaries or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 1 contract

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

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge Knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Blue Nile Inc)

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an "interested stockholder" (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this Agreement.

Appears in 1 contract

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

Ownership of Company Capital Stock. None of Parent, Parent or Merger Sub or any of their respective directorsAffiliates has been, officers, general partners or Affiliates or, at any time during the three (3) years prior to the knowledge date of Parent or any of its Affiliatesthis Agreement, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (of the Company, as defined in Section 203 of the DGCL) . As of the Company, in each case during the two years prior to the date of this Agreement, none of Parent, Merger Sub or their respective Subsidiaries owns any shares of Company Capital Stock or has any rights to acquire any shares of Company Capital Stock (except pursuant to this Agreement).

Appears in 1 contract

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

Ownership of Company Capital Stock. None of Parent, Merger Sub or any of their respective directors, officers, general partners or Affiliates or, to the knowledge Knowledge of Parent or any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two three years prior to the date of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Natus Medical Inc)

Ownership of Company Capital Stock. None Other than as a result of this Agreement, none of Parent, Merger Sub or any of their respective general or limited partners, stockholders, directors, officers, general partners employees, managers or Affiliates or, to the knowledge of Parent or members owns any of its Affiliates, any employees of Parent, Merger Sub or any of their Affiliates (a) has owned any shares of Company Capital Stock; or (b) has been an “interested stockholder” (as defined in Section 203 of the DGCL) of the Company, in each case during the two years prior to the date of this AgreementShares.

Appears in 1 contract

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

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