Rule 16b-3 Matters. Prior to the Effective Time, the Company will take all such actions as may be reasonably necessary or advisable (to the extent permitted under Law and no-action letters issued by the SEC) to cause any dispositions of Shares (including derivative securities with respect to Shares) resulting from the transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act, to the extent permitted by Law.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Arena Pharmaceuticals Inc), Agreement and Plan of Merger (Pfizer Inc), Agreement and Plan of Merger (Biohaven Research Ltd.)
Rule 16b-3 Matters. Prior to the Effective Time, the Company Corporation will take all such actions as may be reasonably necessary or advisable (to the extent permitted under Law and no-action letters issued by the SEC) to cause any dispositions of Common Shares (including and derivative securities with respect to Shares) any such Common Shares resulting from the transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company Corporation immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act, to the extent permitted by Law.
Appears in 2 contracts
Samples: Arrangement Agreement (Trillium Therapeutics Inc.), Arrangement Agreement (Fusion Pharmaceuticals Inc.)
Rule 16b-3 Matters. Prior to the Effective Time, the Company will shall take all such actions steps as may be reasonably necessary or advisable (advisable, to the extent permitted under Law and no-action letters issued by the SEC) applicable Law, to cause any dispositions of Shares the Company equity securities (including derivative securities with respect securities) pursuant to Shares) resulting from the transactions contemplated hereby by this Agreement by each individual who is a director or officer of the Company subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act, to the extent permitted by Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ventas, Inc.), Agreement and Plan of Merger (New Senior Investment Group Inc.)
Rule 16b-3 Matters. Prior to the Effective Time, the Company will shall take all such actions steps as may be reasonably necessary or advisable (to the extent permitted under applicable Law and no-action letters issued by the SEC) to cause any dispositions of Shares Company Common Stock (including derivative securities Securities with respect to SharesCompany Common Stock) resulting from the transactions contemplated hereby by this Agreement by each individual who is subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act, to the extent permitted by applicable Law.
Appears in 2 contracts
Samples: Voting Agreement (Cas Medical Systems Inc), Agreement and Plan of Merger (Entellus Medical Inc)
Rule 16b-3 Matters. Prior to the Effective Time, the Company will take all such actions steps as may be reasonably necessary or advisable (to the extent permitted under Law and no-action letters issued by the SEC) to cause any dispositions of Common Shares (including derivative securities with respect to Common Shares) resulting from the transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act, to the extent permitted by Law.
Appears in 1 contract
Rule 16b-3 Matters. Prior to the Effective Time, the Company will take all such actions as may be reasonably necessary or advisable (to the extent permitted under Law and no-action letters issued by the SEC) to cause any dispositions of Shares Company Common Stock (including derivative securities with respect to SharesCompany Common Stock) resulting from the transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act, to the extent permitted by Law.
Appears in 1 contract