Common use of Rule 16b-3 Clause in Contracts

Rule 16b-3. Prior to the Effective Time, the Company will take all steps as may be reasonably requested by any Party to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger 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.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (American Greetings Corp), Agreement and Plan of Merger (American Greetings Corp), Agreement and Plan of Merger (American Greetings Corp)

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Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger and the other transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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 ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sra International Inc), Agreement and Plan of Merger (Providence Equity Partners VI L P)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger Transactions by or in respect of each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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, including any such actions specified in that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Watsco Inc), Agreement and Plan of Merger (Acr Group Inc)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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 ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (BWAY Holding CO), Agreement and Plan of Merger (Ims Health Inc)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger Transactions by each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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 ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Avaya Inc), Agreement and Plan of Merger (Bare Escentuals Inc)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated by this Agreement by each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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 ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (MacAndrews & Forbes Holdings Inc.), Agreement and Plan of Merger (M & F Worldwide Corp)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated by this Agreement by each individual who is or will be 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.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Theragenics Corp), Agreement and Plan of Merger (Michas Alexis P)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated 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.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Amtrust Financial Services, Inc.), Agreement and Plan of Merger (Empire Resorts Inc)

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Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated by this Agreement by each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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 Act58 Act in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hilb Rogal & Hobbs Co)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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 ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Suncom Wireless Holdings, Inc.)

Rule 16b-3. Prior to the Effective Time, the Company will may take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger Transactions by each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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 ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sterling Chemicals Inc)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party other party to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger Transactions by each individual who is subject to the reporting requirements of Section 16(a) a director or officer 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.

Appears in 1 contract

Samples: Agreement and Plan of Merger (American Pacific Corp)

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