Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 35 contracts
Samples: Business Combination Agreement (Atlantic Coastal Acquisition Corp. II), Agreement and Plan of Merger (MedTech Acquisition Corp), Agreement and Plan of Merger (SharpLink Gaming Ltd.)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Synnex Corp), License Agreement (Abpro Corp), Shareholders’ Agreement (Apollo Group Inc)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Kraton Corp), Agreement and Plan of Merger (Iec Electronics Corp), Agreement and Plan of Merger (Asv Holdings, Inc.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 6 contracts
Samples: Chiron Corp, Chiron Corp, Chiron Corp
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, shall be entitled to hold liable for calls and assessments the person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person another person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Dts, Inc.), Credit Agreement (Inamed Corp), Agreement and Plan of Merger (Proquest Co)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided required by the laws of Delawarelaw.
Appears in 5 contracts
Samples: Conversion Agreement (Calumet Specialty Products Partners, L.P.), Conversion Agreement (Calumet Specialty Products Partners, L.P.), Conversion Agreement (Calumet Specialty Products Partners, L.P.)
Registered Stockholders. The corporation Company shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ev3 Inc.), Agreement and Plan of Merger (Micro Therapeutics Inc), Agreement and Plan of Merger (Micro Investment LLC)
Registered Stockholders. Section 6. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (CBS Corp), Agreement and Plan of Merger (Viacom Inc), Agreement and Plan of Merger (Viacom Inc)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books records as the owner of shares of stock to receive dividends, to vote, to receive notifications and otherwise to vote as such exercise all the rights and powers of an owner, and . The Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares of stock on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided required by the laws of Delaware.
Appears in 4 contracts
Samples: Merger Agreement (DEX ONE Corp), Merger Agreement (Supermedia Inc.), Agreement and Plan of Merger (Supermedia Inc.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 4 contracts
Samples: Reclassification Agreement (Sands Richard Et Al), Reclassification Agreement (Constellation Brands, Inc.), Master Reorganization Agreement (Linn Energy, Inc.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares of stock to receive dividendsdividends or other distributions, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of stock, and shall not be bound to recognize any equitable or other legal claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawareperson.
Appears in 4 contracts
Samples: Securities Restriction Agreement (Park N View Inc), Securities Restriction Agreement (Park N View Inc), Securities Restriction Agreement (Park N View Inc)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, and the corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, thereof except as otherwise provided by the laws of DelawareNevada.
Appears in 3 contracts
Samples: Business Financing Modification Agreement (Rimini Street, Inc.), Business Financing Modification Agreement (Rimini Street, Inc.), Business Financing Agreement (Rimini Street, Inc.)
Registered Stockholders. Section 6. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 3 contracts
Samples: License Agreement, Agreement and Plan of Merger (Dura Pharmaceuticals Inc/Ca), Sale Agreement (Lets Talk Cellular & Wireless Inc)
Registered Stockholders. The corporation shall be Corporation is entitled to recognize the exclusive right of a person registered on its books as the owner of a share or shares to receive dividends, and to vote as such owner, and shall for all other purposes; and the Corporation is not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have has express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Robbins & Myers Inc), Agreement and Plan of Merger (American Resources Offshore Inc), Agreement and Plan of Merger (Blue Dolphin Energy Co)
Registered Stockholders. The corporation Except as otherwise required by law, the Corporation shall be entitled to recognize the exclusive right of a the person registered on its books as the owner of shares to receive dividends, dividends in respect of such shares and to vote as such ownerthe owner thereof, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Centex Construction Products Inc), Agreement and Plan of Merger (Centex Construction Products Inc), Agreement and Plan of Merger (Centex Corp)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Memry Corp), Agreement and Plan of Merger And (MSR Exploration LTD), Securities Purchase Agreement (Pinnacle Holdings Inc)
Registered Stockholders. Section 8. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 3 contracts
Samples: Subscription Agreement (Crowley Newco CORP), Contribution Agreement (Crowley Newco CORP), Contribution Agreement (Crowley Newco CORP)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Blackhawk Biofuels, LLC), Agreement and Plan of Merger (Blackhawk Biofuels, LLC), Limited Liability Company Agreement (Blackhawk Biofuels, LLC)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Graf Acquisition Corp. IV), Business Combination Agreement (McAp Acquisition Corp)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawarelaw.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Cogint, Inc.), Merger Agreement and Plan of Reorganization (Tiger Media, Inc.)
Registered Stockholders. The corporation Corporation: (i) shall be entitled to recognize the exclusive right of a person Person registered on its books as the owner of shares of Stock to receive dividends, dividends and to vote as such owner, ; and (ii) shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person another Person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 2 contracts
Samples: Joinder Agreement (Foresight Acquisition Corp.), Joinder Agreement (Ascendant Digital Acquisition Corp.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares of stock to receive dividendsdividends or other distributions, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of 89 91 stock, and shall not be bound to recognize any equitable or other legal claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawareperson.
Appears in 2 contracts
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of DelawareNevada.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Innovative Consumer Products, Inc.), Agreement and Plan of Merger (Capital City Energy Group, Inc.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares stock to receive dividends, dividends and to vote as such owner, and shall be entitled to hold liable for calls and assessments a person registered on its books as the owner of stock, and shall not be bound to recognize any equitable or other claim to to, or interest in in, such share or shares stock on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kulicke & Soffa Industries Inc), Agreement and Plan of Merger (Kulicke & Soffa Industries Inc)
Registered Stockholders. Section 11.1 The corporation Corporation shall be entitled to recognize the exclusive right of a person Person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person Person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Intercontinentalexchange Inc), Agreement and Plan of Merger (Intercontinentalexchange Inc)
Registered Stockholders. Section 3. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Viacom Inc.), Agreement and Plan of Merger (CBS Corp)
Registered Stockholders. Section 6. The corporation shall be entitled to recognize the exclusive right of a person registered on in its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Endo Pharmaceuticals Holdings Inc), Agreement and Plan of Merger (American Medical Systems Holdings Inc)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.. ARTICLE VII
Appears in 2 contracts
Samples: Chiron Corp, Chiron Corp
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a percent registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 2 contracts
Samples: Rights Agreement (Sunpower Corp), Agreement and Plan of Merger (Astellas Pharma Inc.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive be the exclusive owner for all purposes including voting and dividends, and to vote as such owner, and the Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (3d Systems Corp), Agreement and Plan of Merger (3d Systems Corp)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, owner and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person another person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Genworth Financial Inc), Credit Agreement (Obagi Medical Products, Inc.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such ownerowner and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to to, or interest in in, such share or shares on the part of any other person person, whether or not it the Corporation shall have express or other notice thereof, except as otherwise provided required by the laws law of the State of Delaware.
Appears in 2 contracts
Samples: Purchase Agreement (Power Solutions International, Inc.), Purchase Agreement (Power Solutions International, Inc.)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided required by the laws of Delaware.
Appears in 1 contract
Samples: Business Combination Agreement (Pathfinder Acquisition Corp)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of DelawareTennessee.
Appears in 1 contract
Samples: Trust Agreement (Saks Inc)
Registered Stockholders. The corporation a. Except as otherwise provided by law, the Corporation shall be entitled to recognize the exclusive right of a person who is registered on its books as the owner of shares of its capital stock to receive dividends, dividends or other distributions and to vote or consent as such owner, and, in the case of stock not paid in full, to hold liable for calls and assessments any person who is registered on its books as the owner of shares of its capital stock. The Corporation shall not be bound to recognize any equitable or other legal claim to to, or interest in in, such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawareperson.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Independence Holding Co)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 1 contract
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, and the corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of DelawareNevada.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Havana Group Inc)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 1 contract
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares of stock to receive dividendsdividends or other distributions, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares of stock, and shall not be bound to recognize any equitable or other legal claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.person. Section 7.3
Appears in 1 contract
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, shall be entitled to hold liable for calls and assessments the person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person another person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of DelawareNew York.
Appears in 1 contract
Registered Stockholders. The corporation shall Corporation shall: (i) be entitled to recognize the exclusive right of a person registered on its books as the owner of shares of Stock to receive dividends, dividends and to vote as such owner, ; and shall (ii) not be bound to recognize any equitable or other claim to or interest in such share or shares of Stock on the part of any other person another person, whether or not it shall have express or other notice thereofof such claim to or interest in such share or shares of Stock, except as otherwise provided by the laws of the State of Delaware.
Appears in 1 contract
Samples: Business Combination Agreement (Learn CW Investment Corp)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, shall be entitled to hold liable for calls and assessments the person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person another person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 1 contract
Samples: Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.. ARTICLE VIII
Appears in 1 contract
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.21
Appears in 1 contract
Samples: Agreement and Plan of Merger (La Jolla Pharmaceutical Co)
Registered Stockholders. The corporation Except as otherwise provided by law, the Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends or other distributions and to vote as such owner, and to hold such person liable for calls and assessments, and shall not be bound to recognize any equitable or other legal claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.person. ARTICLE VI
Appears in 1 contract
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawareapplicable law.
Appears in 1 contract
Registered Stockholders. The corporation Except as otherwise provided by law, the Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividendsdividends or other distributions, and to vote as such owner, and shall not be bound to recognize any equitable or other legal claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawareperson.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gleason Reporting Group)
Registered Stockholders. The corporation Corporation: (i) shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, ; and (ii) shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person another person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 1 contract
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner. Except as otherwise provided by law, and the Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 1 contract
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware. (Del. Code Xxx., tit. 8, §§ 213(a), 219) ARTICLE VIII
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cornerstone OnDemand Inc)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 1 contract
Samples: Newmont Mining Corp
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person another person, whether or not it the corporation shall have express or other notice thereof, except as otherwise provided by the laws of the state of Delaware.
Appears in 1 contract
Samples: Voting Agreement (Nl Industries Inc)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and notices and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Reneo Pharmaceuticals, Inc.)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 1 contract
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 1 contract
Samples: Us Lec Corp
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares of the stock of the corporation to receive dividends, and to vote as such owner, and to hold liable for call and assessment a person registered on its books as the owner of such shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 1 contract
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawarethe Xxxxxxxx Islands.
Appears in 1 contract
Samples: Shareholders Agreement (Danaos Corp)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books records as the owner of shares of stock to receive dividends, to vote, to receive notifications and otherwise to vote as such exercise all the rights and powers of an owner, and . The Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares of stock on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 1 contract
Registered Stockholders. The corporation Company shall be entitled to ----------------------- recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, vote and to vote as such owner, be held liable for calls and assessments and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any person other person than such registered owner, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawarelaw.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Carey International Inc)
Registered Stockholders. The corporation shall Corporation will be entitled to recognize the exclusive right of a person registered on its books as the owner of shares as the person entitled to receive dividends, exercise the rights of a stockholder and to vote as such owner, and shall will not be bound to recognize any equitable or other claim to or interest in any such share or shares on the part of any other person person, whether or not it shall will have express or other notice thereof, except as otherwise expressly provided by the laws General Corporation Law of the State of Delaware.
Appears in 1 contract
Samples: Agreement and Plan of Merger (DanDrit Biotech USA, Inc.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person another person, whether or not it shall have express or other notice thereof, except as otherwise provided required by the laws of Delaware.
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Registered Stockholders. The corporation Corporation shall (i) be entitled to recognize the exclusive right of a person registered on its books as the owner of shares of Stock to receive dividends, dividends and to vote as such owner, ; and shall (ii) not be bound to recognize any equitable or other claim to or interest in such share or shares of Stock on the part of any other person another person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
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Samples: Registration Rights Agreement (Inflection Point Acquisition Corp.)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of DelawareDGCL.
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Samples: Agreement and Plan of Acquisition (Brooklyn ImmunoTherapeutics, Inc.)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawarethe State of Kansas.
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Samples: Escrow and Contribution Agreement (Wyndham Hotel Corp)
Registered Stockholders. The corporation Except as otherwise ----------------------- provided by law, the Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends or other distributions and to vote as such owner, and to hold such person liable for calls and assessments, and shall not be bound to recognize any equitable or other legal claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawareperson.
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Samples: Agreement (Knott David M)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such ownerowner and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to to, or interest in in, such share or shares on the part of any other person person, whether or not it the corporation shall have express or other notice thereof, except as otherwise provided by the laws law of the State of Delaware.
Appears in 1 contract
Samples: Stock Purchase Agreement (Taylor Capital Group Inc)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Heuristic Development Group Inc)
Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of any share or shares to receive dividends, and to vote as such owner, and for all other purposes as such owner; and the corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Powerhouse Technologies Inc /De)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and to hold liable for calls and assessments a person registered on its books as the owner of shares, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have express or other notice thereof, thereof except as otherwise provided by the laws of Delaware.
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Registered Stockholders. The corporation (a) Except as otherwise provided by law, the Corporation shall be entitled to recognize the exclusive right of a person who is registered on its books as the owner of shares of its capital stock to receive dividendsdividends or other distributions, and to vote as such owner, and to hold liable for calls and assessments any person who is registered on its books as the owner of shares of its capital stock. The Corporation shall not be bound to recognize any equitable or other legal claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delawareperson.
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Registered Stockholders. The corporation shall be Corporation is entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall is not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have has express or other notice thereof, except as otherwise provided by the laws of Delaware.
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Registered Stockholders. The corporation shall be entitled to may recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote such shares as such owner, and shall will not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person person, whether or not it shall have has express or other notice thereof, except as otherwise provided by the laws of Delawarelaw.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Encore Capital Group Inc)
Registered Stockholders. The corporation Corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, dividends and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of Delaware.
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Registered Stockholders. The corporation shall be entitled to recognize the exclusive right of a person registered on its books as the owner of shares to receive dividends, and to vote as such owner, and shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Delaware. (Del. Code Xxx., tit. 8, §§ 213(a), 219)
Appears in 1 contract
