Transfer Books. At the Effective Time, the stock transfer books of the Company shall be closed and thereafter there shall be no further registration of transfers of Shares on the records of the Company. From and after the Effective Time, the holders of Shares outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Shares except as otherwise provided herein or by applicable Law.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Harber Lacy J), Agreement and Plan of Merger (Checkers Drive in Restaurants Inc /De), Agreement and Plan of Merger (Timco Aviation Services Inc)
Transfer Books. At the Effective Time, the stock transfer books of the Company with respect to all shares of capital stock and other securities of the Company shall be closed and thereafter there shall be no further registration of transfers of Shares such shares of capital stock shall thereafter be made on the records of the Company. From and On or after the Effective Time, the holders if any Certificates for shares of Shares outstanding immediately prior Company Common Stock (excluding any shares described in Section 2.1(b)) are presented to the Effective Time Exchange Agent, the Surviving Corporation or Acquiror for any reason, such Certificates shall cease to have any rights with respect to such Shares be canceled and exchanged as provided in this Article II, except as otherwise provided herein or by applicable Lawlaw.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (King Pharmaceuticals Inc), Agreement and Plan of Merger (Edg Capital Inc), Agreement and Plan of Merger (King Pharmaceuticals Inc)
Transfer Books. At the Effective Time, the stock share transfer books of the Company shall be closed closed, and thereafter there shall be no further registration of transfers of Shares on the records of the CompanyShares. From and after the Effective Time, the holders of Persons who held Shares outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Shares Shares, except as otherwise provided herein for herein. On or by applicable Lawafter the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Corporation for any reason shall be exchanged for the Merger Consideration with respect to the Shares formerly represented thereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ultragenyx Pharmaceutical Inc.), Agreement and Plan of Merger (Dimension Therapeutics, Inc.)
Transfer Books. At the Effective Time, the stock share transfer books of the Company shall be closed closed, and thereafter there shall be no further registration of transfers of Shares on the records of the CompanyShares. From and after the Effective Time, the holders of Persons who held Shares outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Shares Shares, except as otherwise provided herein for herein. On or by applicable Lawafter the Effective Time, any Certificates presented to the Exchange Agent or the Surviving Corporation for any reason shall be exchanged for the Merger Consideration with respect to the Shares, formerly represented thereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (BioNTech SE), Agreement and Plan of Merger (Neon Therapeutics, Inc.)
