Fund Action. Except as and to the extent required, based upon the written advice of outside counsel, in the exercise of the fiduciary obligations of the Company or one of its Subsidiaries to any Investment Company, request that any action be taken by any Fund Board, other than (i) routine actions that could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on the Company or any Investment Company or (ii) actions Previously Disclosed.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Royal Bank of Canada \), Agreement and Plan of Merger (Dain Rauscher Corp)
Fund Action. Except as and to the extent required, based upon the written advice of outside counsel, in the exercise of the fiduciary obligations of the Company or one of its Subsidiaries to any Investment Company, request that any action be taken by any Fund Board, other than (i1) routine actions that could would not, individually or in the aggregate, be reasonably be expected likely to have a Material Adverse Effect on the Company or any Investment Company or Company, (ii2) actions Previously DisclosedDisclosed or (3) actions necessary to allow consummation of the Merger or the Subsidiary Combination.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Piper Jaffray Companies Inc), Agreement and Plan of Merger (Us Bancorp \De\)
Fund Action. Except as and to the extent required, based upon the written advice of outside counsel, in the exercise of the fiduciary obligations of the Company or one of its Subsidiaries to any Investment Company, request that any action be taken by any Fund Board, other than (i1) routine actions that could would not, individually or in the aggregate, be reasonably be expected likely to have a Material Adverse Effect adverse effect on the Company or any Investment Company or Company, (ii2) actions Previously Disclosed, or (3) actions necessary to allow consummation of the Merger or the Subsidiary Combination.
Appears in 1 contract
Samples: Agreement and Plan of Merger (McDonald & Co Investments Inc)
Fund Action. Except as and to the extent required, based upon the ----------- written advice of outside counsel, in the exercise of the fiduciary obligations of the Company or one of its Subsidiaries to any Investment Company, request that any action be taken by any Fund Board, other than (i) routine actions that could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on the Company or any Investment Company or (ii) actions Previously Disclosed.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tucker Anthony Sutro)
