Common use of Closing of Transfer Records Clause in Contracts

Closing of Transfer Records. After the Effective Time, no --------------------------- transfer of Target Shares outstanding prior to the Effective Time shall be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, certificates representing such shares are presented for transfer to the Exchange Agent, they shall be canceled and exchanged for certificates representing Purchaser Shares and cash in lieu of fractional shares, if any, as provided in (S)2(e).

Appears in 2 contracts

Sources: Merger Agreement (Primus Telecommunications Group Inc), Merger Agreement (Primus Telecommunications Group Inc)

Closing of Transfer Records. After the Effective Time, no --------------------------- transfer of Target Shares outstanding prior to the Effective Time shall may be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, certificates representing such shares are presented for transfer to the Exchange Agent, they shall be canceled and exchanged for certificates representing Purchaser Parent Shares and cash in lieu of fractional shares, if any, as provided in (S)2(eSection 2(e).

Appears in 1 contract

Sources: Merger Agreement (Talk Com)

Closing of Transfer Records. After the Effective Time, no --------------------------- transfer of Target Company Shares outstanding prior to the Effective Time shall be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, certificates representing such shares are presented for transfer to the Exchange Agent, they shall be canceled and exchanged for certificates representing Purchaser Shares and Acquiror Shares, cash in lieu of fractional shares, if any, and unpaid dividends and distributions, if any, as provided in (S)2(eSection 2(e).

Appears in 1 contract

Sources: Merger Agreement (Openroute Networks Inc)

Closing of Transfer Records. After the Effective Time, no --------------------------- transfer of Target Shares Company Capital Stock outstanding prior to the Effective Time shall be made on the stock transfer books of the Surviving Corporation. If, after the Effective Time, certificates representing such shares are presented for transfer to the Exchange Agent, they shall be canceled and exchanged for certificates representing Purchaser Shares and Shares, cash in lieu of fractional shares, if any, and unpaid dividends and distributions, if any, as provided in (S)2(e§ 2(e).. Representations and Warranties of Acquiror. Acquiror represents and warrants to Company:

Appears in 1 contract

Sources: Merger Agreement (Infonautics Inc)