Meeting of Shareholders. The Company will take all action necessary in accordance with applicable law and its Articles of Incorporation and Bylaws to convene a meeting of its Shareholders (the "Company Shareholders Meeting") as promptly as practicable to consider and vote upon the Merger. Subject to the fiduciary duties of the Company's Board of Directors under applicable law as advised by counsel, the Board of Directors of the Company shall recommend and declare advisable such approval, and the Company shall as promptly as possible following dissemination of the Proxy Statement/Prospectus take all lawful action to solicit, and use all reasonable efforts to obtain, such approval.
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Samples: Agreement and Plan of Merger (Key Technology Inc), Agreement and Plan of Merger (Advanced Machine Vision Corp), Agreement and Plan of Merger (Key Technology Inc)
Meeting of Shareholders. The Company will take all ----------------------- action necessary in accordance with applicable law and its Articles of Incorporation and Bylaws By-Laws to convene a meeting of its Shareholders shareholders (the "Company Shareholders Shareholder Meeting") as promptly as practicable to consider and vote upon the Mergerapproval of this Agreement. Subject to the fiduciary duties of the Company's Board of Directors under applicable law after consultation with and based upon the advice of independent legal counsel, except as advised by counselotherwise provided in Section 6.2, the Board of Directors of the Company shall recommend and declare advisable such approval, approval and the Company shall as promptly as possible following dissemination of the Proxy Statement/Prospectus take all lawful action use its best efforts to solicit, and use all reasonable its best efforts to obtain, such approval.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Toys R Us Inc), Agreement and Plan of Merger (Toys R Us Inc)
Meeting of Shareholders. The Company will take all action necessary in accordance with applicable law and its Articles of Incorporation and Bylaws By-Laws to convene a meeting of its Shareholders shareholders (the "Company Shareholders Shareholder Meeting") as promptly as practicable to consider and vote upon the Mergerapproval of this Agreement. Subject to the fiduciary duties of the Company's Board of Directors under applicable law after consultation with and based upon the advice of independent legal counsel, except as advised by counselotherwise provided in Section 6.2, the Board of Directors of the Company shall recommend and declare advisable such approval, approval and the Company shall as promptly as possible following dissemination of the Proxy Statement/Prospectus take all lawful action use its best efforts to solicit, and use all reasonable its best efforts to obtain, such approval.
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