Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq and terminate registration under the Exchange Act; provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Dicks Sporting Goods Inc), Agreement and Plan of Merger (Galyans Trading Co Inc), Agreement and Plan of Merger (Galyans Trading Co Inc)
Delisting. Each of the parties agrees to cooperate with each the other parties in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq NASDAQ and terminate its registration under the Exchange Act; , provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ambrx Biopharma, Inc.), Agreement and Plan of Merger (Ambrx Biopharma, Inc.), Agreement and Plan of Merger (Shockwave Medical, Inc.)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from Nasdaq and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until or after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cobra Electronics Corp), Agreement and Plan of Merger (AMICAS, Inc.), Agreement and Plan of Merger (Manatron Inc)
Delisting. Each of the parties agrees to cooperate with each the other parties in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq NASDAQ and terminate its registration under the Exchange Act; provided , provided, that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Johnson & Johnson), Agreement and Plan of Merger (Abiomed Inc), Agreement and Plan of Merger (Johnson & Johnson)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from Nasdaq and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until or after the expiration of the Offer or Effective Time. After the Effective Time, the Company shall also, upon Parent’s request, take all action necessary to elect to be treated as appropriatea “controlled company” as defined by Nasdaq Marketplace Rule 5615(c) and make all necessary filings and disclosures associated with such status.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AMICAS, Inc.), Agreement and Plan of Merger (Merge Healthcare Inc)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from the Nasdaq National Market and terminate registration under the Exchange Act; provided provided, that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Great American Financial Resources Inc), Agreement and Plan of Merger (Ceres Group Inc)
Delisting. Each of the parties agrees to hereto shall cooperate with each other in taking, or causing to be taken, all actions necessary to delist all of the Company Common Shares Stock from the Nasdaq National Market and to terminate registration under the Exchange Act; provided provided, that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rent a Center Inc De), Agreement and Plan of Merger (Rainbow Rentals Inc)
Delisting. Each of the parties agrees to reasonably cooperate with each the other parties in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq NASDAQ and terminate the Company’s registration under the Exchange Act; provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Reata Pharmaceuticals Inc), Agreement and Plan of Merger (Biogen Inc.)
Delisting. Each of the parties hereto agrees to cooperate with each the other party in taking, or causing to be taken, all actions necessary (i) to delist the Company Common Shares from Nasdaq and (ii) to terminate the registration of the Common Shares under the Exchange Act; provided that providedthat such delisting and termination shall not be effective until after the expiration of the Offer until, or as promptly as practical after, the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (National Home Health Care Corp), Agreement and Plan of Merger (National Home Health Care Corp)
Delisting. Each of the parties agrees to cooperate with each other the others in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from Nasdaq and terminate its registration under the Exchange Act; provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bank Jos a Clothiers Inc /De/), Agreement and Plan of Merger (Mens Wearhouse Inc)
Delisting. Each of the parties Parties agrees to cooperate with each the other Parties in taking, or causing to be taken, all actions reasonably necessary to delist the Company Common Foamix Shares from Nasdaq and terminate its registration under the Exchange Act; provided , provided, however, that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Menlo Therapeutics Inc.), Agreement and Plan of Merger (Foamix Pharmaceuticals Ltd.)
Delisting. Each of the parties Parties agrees to cooperate with each the other Parties in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from Nasdaq and terminate its registration under the Exchange Act; , provided that such delisting and termination shall not be effective until after the expiration of the Offer or the First Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Homeaway Inc), Agreement and Plan of Reorganization (Expedia, Inc.)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq NASDAQ and terminate registration under the Exchange Act; provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Max & Ermas Restaurants Inc), Agreement and Plan of Merger (G&R Acquisition, Inc.)
Delisting. Each of the parties hereto agrees to cooperate with each the other party in taking, or causing to be taken, all actions necessary (i) to delist the Company Common Shares from Nasdaq and (ii) to terminate the registration of the Common Shares under the Exchange Act; provided that such delisting and termination shall not be effective until after the expiration of the Offer until, or as promptly as practical after, the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (National Home Health Care Corp), Agreement and Plan of Merger (National Home Health Care Corp)
Delisting. Each of the parties agrees to hereto shall cooperate with each other in taking, taking or causing to be taken, all actions necessary to delist all of the Company Common Shares Company's securities from the Nasdaq National Market System and to terminate registration under the Exchange Act; provided provided, that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriateDate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Silver David S), Agreement and Plan of Merger (Kofax Image Products Inc)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bon Ton Stores Inc), Agreement and Plan of Merger (Elder Beerman Stores Corp)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions reasonably necessary to delist the Company Common Shares from Nasdaq NASDAQ/NMS and to terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until after the expiration Effective Time of the Offer or the Effective Time, as appropriateMerger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (VMM Merger Corp), Agreement and Plan of Merger (Vdi Multimedia)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq and from the FSE and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until or after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Merger Agreement (Coherent Inc), Merger Agreement (Rofin Sinar Technologies Inc)
Delisting. Each of the The parties agrees agree to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from the Nasdaq National Market and to terminate registration under the Exchange Act; provided provided, however, that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (National Atlantic Holdings Corp), Agreement and Plan of Merger (National Atlantic Holdings Corp)
Delisting. Each of the parties Parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq and to terminate registration under the Exchange Act; provided that such delisting and termination shall not be effective until after the expiration Effective Time of the Offer or the Effective Time, as appropriateArrangement.
Appears in 1 contract
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq NASDAQ and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until or after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Elder Beerman Stores Corp)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from the Nasdaq National Market and terminate registration under the Exchange Act; provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Loehmanns Holdings Inc)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Ordinary Shares from Nasdaq and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until or after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Top Image Systems LTD)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from the Nasdaq OTC Bulletin Board and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cypress Communications Holding Co Inc)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from Nasdaq the NASDAQ and to terminate registration under the Exchange Act; provided provided, however, that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq and terminate registration under the Exchange Act; , provided that such delisting and termination shall not be effective until or after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Delisting. Each of the parties to this Agreement agrees to cooperate with each the other parties in taking, or causing to be taken, all actions reasonably necessary to delist the Company Common Otonomo Shares and Otonomo Warrants from Nasdaq and terminate the registration of each under the Exchange Act; provided , provided, however, that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Otonomo Technologies Ltd.)
Delisting. Each of the parties agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from Nasdaq and terminate registration under the Exchange Act; , provided that such delisting and termination shall will not be effective until or after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
Delisting. Each of the parties hereto agrees to cooperate with each other in taking, or causing to be taken, all actions necessary to delist the Company Common Shares Stock from the Nasdaq and terminate registration under the Exchange Act; provided that such delisting and termination shall not be effective until or after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 1 contract
