Common use of Adjourned Meeting; Notice Clause in Contracts

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if any, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record as of the record date so fixed for notice of such adjourned meeting.

Appears in 11 contracts

Samples: Business Combination Agreement (Ivanhoe Capital Acquisition Corp.), Letter Agreement (ESGEN Acquisition Corp), Tax Receivable Agreement (FAST Acquisition Corp. II)

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Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 8 contracts

Samples: Subscription Agreement (Good Works Acquisition Corp.), Agreement and Plan of Merger (Roth CH Acquisition II Co), Merger Agreement (Fifth Wall Acquisition Corp. I)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (DFP Healthcare Acquisitions Corp.), Agreement and Plan of Merger (Welsbach Technology Metals Acquisition Corp.), Registration Rights Agreement (Broadscale Acquisition Corp.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any the adjourned meeting, the Corporation Company may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board of Directors shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting in accordance with Section 213(a) of the same or an earlier date as that fixed for determination DGCL and Section 2.11 of stockholders entitled to vote at the adjourned meetingthese bylaws, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 6 contracts

Samples: Business Combination Agreement and Plan of Reorganization (Decarbonization Plus Acquisition Corp III), Agreement and Plan of Merger (Osprey Technology Acquisition Corp.), Registration Rights Agreement (Minerva Surgical Inc)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if any, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any the adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board of Directors shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting in accordance with Section 213(a) of the same or an earlier date as that fixed for determination DGCL and Section 2.11 of stockholders entitled to vote at the adjourned meetingthese bylaws, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 4 contracts

Samples: Business Combination Agreement (Ogilvie Bruce a Jr), Business Combination Agreement (L&F Acquisition Corp.), Business Combination Agreement (Adara Acquisition Corp.)

Adjourned Meeting; Notice. When a Any meeting is adjourned of stockholders, annual or special, may adjourn from time to another time to reconvene at the same or some other place, if any, and notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any the adjourned meeting, the Corporation Company may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting in accordance with Section 213(a) of the same or an earlier date as that fixed for determination DGCL and section 1.10 of stockholders entitled to vote at the adjourned meetingthese bylaws, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Coherent Inc), Agreement and Plan of Merger (Ii-Vi Inc), Agreement and Plan of Merger (IMARA Inc.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any the adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board board of directors shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting in accordance with Section 213(a) of the same or an earlier date as that fixed for determination DGCL and Section 2.11 of stockholders entitled to vote at the adjourned meetingthese bylaws, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 3 contracts

Samples: Plan of Conversion (Asv Holdings, Inc.), Plan of Conversion (A.S.V., LLC), Plan of Conversion (A.S.V., LLC)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these Bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 3 contracts

Samples: Registration Rights Agreement (CSLM Acquisition Corp.), Merger Agreement (BYTE Acquisition Corp.), Business Combination Agreement (Insight Acquisition Corp. /DE)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is takentaken or are provided in any other manner permitted by the DGCL. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 3 contracts

Samples: Registration Rights Agreement (Golden Arrow Merger Corp.), Agreement and Plan of Merger (RMG Acquisition Corp. III), Registration Rights Agreement (Perception Capital Corp. II)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or placeplace (including, without limitation, in the case of an adjournment taken to address a technical failure to convene or continue a meeting using remote communication), if any, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are (i) announced at the meeting at which the adjournment is taken, (ii) displayed, during the time scheduled for the meeting, on the same electronic network used to enable stockholders and proxy holders to participate in the meeting by means of remote communication or (iii) set forth in the notice of meeting given in accordance with these bylaws. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record as of the record date so fixed for notice of such adjourned meeting.

Appears in 2 contracts

Samples: Registration Rights Agreement (Rosecliff Acquisition Corp I), Business Combination Agreement (Rosecliff Acquisition Corp I)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these Bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any the adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board of Directors shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting in accordance with Section 213(a) of the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meetingDGCL and Section 2.11of these Bylaws, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 2 contracts

Samples: Support Agreement (ConversionPoint Holdings, Inc.), Support Agreement (ConversionPoint Holdings, Inc.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if any, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person Person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record as of the record date so fixed for notice of such adjourned meeting.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Nesco Holdings, Inc.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is takentaken or are provided in any other manner permitted by the DGCL . At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 1 contract

Samples: Registration Rights Agreement (Priveterra Acquisition Corp.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if any, further notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person Person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record as of the record date so fixed for notice of such adjourned meeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Conyers Park II Acquisition Corp.)

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Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If If, after the adjournment adjournment, a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 1 contract

Samples: Business Combination Agreement (ITHAX Acquisition Corp.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any the adjourned meeting, the Corporation corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board board of directors shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting in accordance with Section 213(a) of the same or an earlier date as that fixed for determination DGCL and Section 2.11 of stockholders entitled to vote at the adjourned meetingthese bylaws, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Command Center, Inc.)

Adjourned Meeting; Notice. When a an annual or special meeting of stockholders is adjourned to another time or place, if any, date or time, unless these Bylaws otherwise require, notice need not be given of the adjourned meeting if the date, time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person person, or by remote communication, if applicable, and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record as of the record date so fixed for notice of such adjourned meeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acamar Partners Acquisition Corp.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these Bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (ION Acquisition Corp 2 Ltd.)

Adjourned Meeting; Notice. When If a meeting is adjourned to another time or place, if any, notice need not be given of the adjourned meeting if the time, time and place, if any, thereof, and the means of remote communicationscommunication, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any Any business which that might have been transacted at the original meeting as originally called may be transacted at the adjourned meeting. If If, however, the adjournment is for more than thirty (30) days, or if after the adjournment a new Notice Record Date is fixed for the adjourned meeting, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote Voting Record Date is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to a new Notice Record Date in accordance with Section 2.11(c) and shall give notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders to each stockholder entitled to vote at the adjourned meeting, and shall give notice of the adjourned such meeting to each stockholder of record as of the record date so fixed for notice of such adjourned meetingNotice Record Date.

Appears in 1 contract

Samples: Business Combination Agreement (Isos Acquisition Corp.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these Bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any the adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board of Directors shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting in accordance with Section 213(a) of the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meetingDGCL and Section 2.11of these Bylaws, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date so fixed for notice of such adjourned meeting.. Schedule 2.7(b) - 7

Appears in 1 contract

Samples: Support Agreement (Inuvo, Inc.)

Adjourned Meeting; Notice. When a meeting is adjourned to another time or place, if anyunless these bylaws otherwise require, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board shall fix as the record date for determining stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such meeting as of the record date so fixed for notice of such adjourned meeting.. ​

Appears in 1 contract

Samples: Agreement and Plan of Merger (Desktop Metal, Inc.)

Adjourned Meeting; Notice. When Unless these bylaws otherwise require, when a meeting is adjourned to another time or place, if anyplace (including an adjournment taken to address a technical failure to convene or continue a meeting using remote communication), notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are (i) announced at the meeting at which the adjournment is taken, (ii) displayed, during the time scheduled for the meeting, on the same electronic network used to enable stockholders and proxy holders to participate in the meeting by means of remote communication or (iii) set forth in the notice of meeting given in accordance with Section 222(a) of the DGCL. At any the adjourned meeting, the Corporation Company may transact any business which might have been transacted at the original meeting. If the adjournment is for more than thirty (30) 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for determination of stockholders entitled to vote is fixed for the adjourned meeting, the Board of Directors shall fix as the a new record date for determining stockholders entitled to notice of such adjourned meeting in accordance with Section 213(a) of the same or an earlier date as that fixed for determination DGCL and Section 2.11 of stockholders entitled to vote at the adjourned meetingthese bylaws, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date so fixed for notice of such adjourned meeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Amprius Technologies, Inc.)

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