Rights Agreements. The Company has not adopted any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company.
Rights Agreements. (a) The Company covenants and agrees that it will not (i) redeem the Company Rights, or (ii) amend the Company Rights Agreement prior to the termination of this Agreement unless, and only to the extent that, it is required to do so by order of a court of competent jurisdiction or unless such amendment is primarily for purposes of substituting a new rights agent thereunder and making appropriate conforming amendments. The Company Board shall not make a determination that Parent, Merger Sub or any of their respective “Affiliates” or “Associates” (as such terms are defined in the Company Rights Agreement) is, by virtue of this Agreement or any action contemplated by this Agreement, an “Acquiring Person” (as such term is defined in the Company Rights Agreement) for purposes of the Company Rights Agreement. The Company shall not adopt a new stockholder rights plan or “poison pill.”
Rights Agreements. 40 6.12 Affiliates...................................................41 6.13 Section 16 Matters...........................................41 6.14
Rights Agreements. There are no "rights agreements", "poison pills" or similar defensive installments, arrangements or agreements that would prevent or interfere with the completion of the transactions contemplated by this Agreement.
Rights Agreements. (a) Prior to the Separation Time, New U S WEST shall enter into a Rights Agreement (the "New U S WEST Rights Agreement") on terms specified by U S WEST pursuant to which one Preferred Stock Purchase Right of New U S WEST (a "New U S WEST Right") will be attached to each share of New U S WEST Common Stock issued to U S WEST pursuant to Section 4.1. All references in this Agreement to New U S WEST Common Stock shall be deemed to include such New U S WEST Rights.
Rights Agreements. (a) Except as expressly required by this Agreement, the Company shall not, without the prior written consent of Buyer (which shall not be unreasonably withheld, delayed or conditioned), amend the Company Rights Agreement or take any other action with respect to, or make any determination under, the Company Rights Agreement, including a redemption of the Rights or any to facilitate an Acquisition Proposal.
Rights Agreements. As of the date of this Agreement, neither the Company nor any of its Subsidiaries is a party to, or has otherwise adopted, any stockholder rights agreements, stockholder rights plans, “poison pills” or other similar arrangements. The Company shall not, for so long as this Agreement remains in effect, (i) become a party to or adopt any such arrangements or (ii) alter or suspend its announced policy requiring the adoption of such arrangements to be submitted to a vote of the Company’s stockholders.
Rights Agreements. The Board of Directors of the Company has taken all action to the extent necessary (including amending the Company Rights Agreement) in order to render the Company Rights inapplicable to the Merger and the other transactions contemplated by this Agreement. Except in connection with the foregoing sentence and to effect its obligations under this Agreement, the Board of Directors of the Company shall not, without the prior written consent of Parent, (i) amend the Company Rights Agreement or (ii) take any action with respect to, or make any determination under, the Company Rights Agreement, including a redemption of the Company Rights, in each case in order to facilitate any Acquisition Proposal with respect to the Company.
Rights Agreements. (i) The Board of Directors of the Company has taken all action necessary to render the Company Rights and the Company Rights Agreement inapplicable to the Merger, this Agreement and the other transactions contemplated hereby.
Rights Agreements. Rights Agreement between Imation and The Bank of New York, as Rights Agent, dated as of June 21, 2006, as amended by the First Amendment to Rights Agreement, dated as of July 30, 2007. Part C — Other Equity Interests of Borrowers Loan Party Equity Investment Percentage Interest Imation Corp. O-Mass (Subsidiary of Tandberg Storage ASA), Norway < 10.0 % Imation Corp. Inphase Technologies, Inc., Delaware < 10.0 % Imation Corp. Exabyte Corporation, Delaware 11.1 % Imation Corp. 00XX Xxxx XX, XX, Xxxxxxxx 5 % Imation Corp. Hummer Winblad Venture Partners II, LP, Delaware 5 % SCHEDULE 5.15 RESTRICTIVE AGREEMENTS None. 14 SCHEDULE 5.17 INTELLECTUAL PROPERTY Intellectual Property Rights None. Intellectual Property Claims See “Philips Litigation” and “SanDisk Litigation” listed Schedule 5.06. SCHEDULE 5.20 LABOR MATTERS
