Common use of Company Meeting Clause in Contracts

Company Meeting. Subject to the terms of this Agreement, the Company shall cause the Company Meeting to be duly called and held as soon as practicable after the date of this Agreement for the purpose of voting on the Arrangement Resolution. The Company Meeting shall be held no later than April 30, 2010, unless otherwise agreed by the Company and the Purchaser Parties, each acting reasonably. The Company shall provide notice to the Purchaser Parties of the Company Meeting and allow the Purchaser Parties’ representatives to attend the Company Meeting. The Company shall conduct the Company Meeting in accordance with the rules of the TSXV, the CBCA, the by-laws of the Company and as otherwise required by applicable Laws. The Company Board shall (i) include the Recommendation in the Circular, and (ii) use its reasonable commercial efforts to obtain the necessary vote by the Company Shareholders and the Company Optionholders in favour of the Arrangement Resolution. The Company Board shall not withdraw, amend, modify or qualify in a manner adverse to the Purchaser Parties the Recommendation (or announce its intention to do so), except that, prior to the receipt of the Company Shareholders and the Company Optionholders approval, the Company Board shall be permitted to withdraw the Recommendation, following three Business Days’ prior notice to the Purchaser Parties, but only if (A) the Company has complied in all respects with Section 6.03 and Section 6.04 of this Agreement, and (B) after complying with Section 6.03(f) of this Agreement, the Company has entered into the Proposed Agreement.

Appears in 2 contracts

Samples: Arrangement Agreement (Acorn Energy, Inc.), Arrangement Agreement (Acorn Energy, Inc.)

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Company Meeting. Subject to the terms of this Agreement, the Company shall cause the Company Meeting to be duly called and held as soon as practicable after the date of this Agreement for the purpose of voting on the Arrangement Resolution. The Company Meeting shall be held no later than April 30, 2010, unless otherwise agreed by the Company and the Purchaser Parties, each acting reasonably. The Company shall provide notice to the Purchaser Parties Parent of the Company Meeting and allow the Purchaser Parties’ Parent’s representatives to attend the Company Meeting. The Company shall conduct the Company Meeting in accordance with the rules of the TSXV, the CBCAOBCA, the by-laws of the Company and as otherwise required by applicable Laws. The Company Board shall (i) include the Recommendation in the Circular, and (ii) use its reasonable commercial efforts to obtain the necessary vote by the Company Shareholders and the Company Optionholders Securityholders in favour of the Arrangement Resolution. The Company Board shall not withdraw, amend, modify or qualify in a manner adverse to the Purchaser Parties Parent the Recommendation (or announce its intention to do so), except that, prior to the receipt of the Company Shareholders and the Company Optionholders Securityholders approval, the Company Board shall be permitted to withdraw the Recommendation, following three Business Days’ prior notice to the Purchaser PartiesParent, but only if (A) the Company has complied in all respects with Section 6.03 6.02 and Section 6.04 6.03 of this Agreement, and (B) after complying with Section 6.03(f6.02(f) of this Agreement, the Company has entered into the Proposed Agreement.

Appears in 1 contract

Samples: Arrangement Agreement (Quantum Fuel Systems Technologies Worldwide Inc)

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Company Meeting. Subject to the terms of this Agreement, the Company shall cause the Company Meeting to be duly called and held as soon as practicable after the date of this Agreement for the purpose of voting on the Arrangement ResolutionResolution and the related special resolution approving a reduction in the stated capital of the Company Common Stock. The Company Meeting shall be held no later than April 30February 29, 20102008, unless otherwise agreed by the Company and the Purchaser PartiesParent, each acting reasonably. The Company shall provide notice to the Purchaser Parties Parent of the Company Meeting and allow the Purchaser Parties’ Parent's representatives to attend the Company Meeting. The Company shall conduct the Company Meeting in accordance with the rules of the TSXVTSX, the CBCA, the by-laws of the Company and as otherwise required by applicable Laws. The Company Board shall (i) include the Recommendation in the Circular, and (ii) use its reasonable commercial efforts to obtain the necessary vote by the Company Shareholders and the Company Optionholders Securityholders in favour of the Arrangement ResolutionResolution and the related special resolution approving a reduction in the stated capital of the Company Common Stock. The Company Board shall not withdraw, amend, modify or qualify in a manner adverse to the Purchaser Parties Parent the Recommendation (or announce its intention to do so), except that, prior to the receipt of the Company Shareholders and the Company Optionholders Securityholders approval, the Company Board shall be permitted to withdraw the Recommendation, following three Business Days' prior notice to the Purchaser PartiesParent, but only if (A) the Company has complied in all respects with Section 6.03 6.02 and Section 6.04 6.03 of this Agreement, and (B) after complying with Section 6.03(f6.02(f) of this Agreement, the Company has entered into the Proposed Agreement.

Appears in 1 contract

Samples: Arrangement Agreement (L-1 Identity Solutions, Inc.)

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