Common use of Stock Ownership Clause in Contracts

Stock Ownership. Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary directly or indirectly owns as of the date hereof, and at all times for the past three (3) years through the date hereof, neither Parent or any Parent Subsidiary has owned, beneficially or otherwise, any shares of Company Common Stock.

Appears in 5 contracts

Samples: Tender and Support Agreement (Salesforce Com Inc), Agreement and Plan of Merger (Newfield Exploration Co /De/), Agreement and Plan of Merger (Tesla, Inc.)

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Stock Ownership. Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary directly or indirectly owns as of the date hereof, and nor at all times for any time in the past three (3) years through the date hereof, neither Parent hereof has directly or any Parent Subsidiary has indirectly owned, beneficially or otherwise, any shares of Company Common Stock.

Appears in 4 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Zoom Video Communications, Inc.), Agreement and Plan of Merger (Tableau Software Inc)

Stock Ownership. Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary Subsidiaries directly or indirectly owns as of the date hereofowns, and at all times for the past three (3) years through the date hereofyears, neither Parent or nor any Parent Subsidiary Subsidiaries has owned, beneficially or otherwise, any shares of Company Common StockShares.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (AbbVie Inc.), Agreement and Plan of Reorganization (Pharmacyclics Inc)

Stock Ownership. Parent is not, nor at any time for the past and during three (3) years prior to the date has not at any time been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary directly or indirectly owns as of the date hereofowns, and at all times for the past three (3) years through the date hereof, neither Parent or nor any Parent Subsidiary has owned, beneficially or otherwise, any shares of Company Common StockShares or any rights to acquire any Company Shares.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Kindred Biosciences, Inc.), Agreement and Plan of Merger (Elanco Animal Health Inc)

Stock Ownership. Assuming the accuracy of the Company’s representations and warranties set forth in Section 4.23, Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary directly or indirectly owns as of the date hereof, and at all times for the past three (3) years through the date hereof, neither Parent or nor any Parent Subsidiary has owned, beneficially or otherwise, any shares of Company Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ca, Inc.), Agreement and Plan of Merger (U.S. Concrete, Inc.)

Stock Ownership. Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary directly or indirectly owns as of the date hereofowns, and at all times for the past three (3) years through the date hereofyears, neither Parent or nor any Parent Subsidiary has owned, beneficially or otherwise, any shares of Company Common StockShares.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Fairchild Semiconductor International Inc), Agreement and Plan of Merger (On Semiconductor Corp)

Stock Ownership. Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary directly or indirectly Subsidiaries owns any Company Shares as of the date hereof, and at all times for the past three (3) years through the date hereof, neither Parent or any Parent Subsidiary has owned, beneficially or otherwise, any shares of Company Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Expedia, Inc.), Agreement and Plan of Reorganization (Homeaway Inc)

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Stock Ownership. Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither To the Knowledge of Parent, neither Parent nor any Parent Subsidiary directly or indirectly owns as of the date hereof, and nor at all times for any time in the past three (3) years through the date hereof, neither Parent hereof has directly or any Parent Subsidiary has indirectly owned, beneficially or otherwise, any shares of Company Common Stock.

Appears in 1 contract

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

Stock Ownership. Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary Subsidiaries directly or indirectly owns as of the date hereofowns, and at all times for the past three (3) years through the date hereofyears, neither Parent or nor any Parent Subsidiary Subsidiaries has owned, beneficially or otherwise, any shares of Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Forest Laboratories Inc)

Stock Ownership. Assuming the accuracy of the Company’s representations and warranties set forth in Section 4.23, Parent is not, nor at any time for the past three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. Neither Parent nor any Parent Subsidiary directly or indirectly owns as of the date hereof, and at all times for the past three (3) years through the date hereof, neither Parent or nor any Parent Subsidiary has owned, beneficially or otherwise, any shares of Company Common Stock.

Appears in 1 contract

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

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