Common use of State Takeover Statutes Clause in Contracts

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition” or similar provision of any state anti-takeover Law, including Section 203 of the DGCL (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws is, or at the Effective Time will be, applicable to this Agreement, the Mergers or any of the other transactions contemplated hereby.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Patterson Uti Energy Inc), Agreement and Plan of Merger (Pioneer Energy Services Corp), Agreement and Plan of Merger (Patterson Uti Energy Inc)

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State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition” or similar provision of any state anti-takeover Law, including Section 203 of the DGCL (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws Law is, or at the Effective Time will be, applicable to this Agreement, the Mergers or any of the other transactions contemplated hereby.

Appears in 3 contracts

Samples: Merger Agreement (Aytu Bioscience, Inc), Merger Agreement (AtriCure, Inc.), Merger Agreement (Aytu Bioscience, Inc)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition” or similar provision of any state anti-takeover Law, including Section 203 of the DGCL Law (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws Governing Documents of either Mid-Con Party is, or at the Effective Time will be, applicable to this Agreement, the Mergers Merger or any of the other transactions contemplated hereby.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Mid-Con Energy Partners, LP), Agreement and Plan of Merger (Contango Oil & Gas Co), Agreement and Plan of Merger (Contango Oil & Gas Co)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition,” “interested stockholder” or similar provision of any state anti-takeover Law, including Section 203 of the DGCL Law (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws is, or at the Effective Time will be, applicable to this Agreement, the Mergers Merger or any of the other transactions contemplated hereby. No “fair price” law is applicable to such agreements or transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Green Bancorp, Inc.), Agreement and Plan of Merger (Green Bancorp, Inc.)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition,” “interested shareholder” or similar provision of any state anti-takeover Law, including Section 203 of Law or other state Law that purports to limit or restrict business combinations or the DGCL ability to acquire or vote shares (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws is, or at the Effective Time will be, applicable to this Agreement, the Mergers or any of the other transactions contemplated herebyTransactions. No “fair price” law is applicable to this Agreement, the Mergers or any of the other Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Simplicity Bancorp, Inc.), Agreement and Plan of Merger (HomeStreet, Inc.)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition,” “interested shareholder” or similar provision of any state anti-takeover Law, including Section 203 of Law or other state Law that purports to limit or restrict business combinations or the DGCL ability to acquire or vote shares (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws is, or at the Effective Time will be, applicable to this Agreement, the Mergers Merger or any of the other transactions contemplated herebyTransactions. No “fair price” Law is applicable to such agreements or transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Northrim Bancorp Inc), Agreement and Plan of Merger (Alaska Pacific Bancshares Inc)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition” or similar provision of any state anti-takeover Law, including Section 203 of the DGCL Law (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws Governing Documents of either Burro Party is, or at the Initial Effective Time will be, applicable to this Agreement, the Mergers or any of the other transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (CSI Compressco LP), Agreement and Plan of Merger (CSI Compressco LP)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition,” “interested shareholder” or similar provision of any state anti-takeover Law, including Section 203 of Law or other state Law that purports to limit or restrict business combinations or the DGCL ability to acquire or vote shares (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws is, or at the Effective Time will be, applicable to this Agreement, the Mergers Merger or any of the other transactions contemplated herebyTransactions. No “fair price” law is applicable to such agreements or transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (HomeStreet, Inc.)

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State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition,” “affiliated transaction” or similar provision of any state anti-takeover Law, including Section 203 of the DGCL Law (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws is, or at the Effective Time will be, applicable to this Agreement, the Mergers or any of the other transactions contemplated herebyTowers Perrin Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Watson Wyatt Worldwide, Inc.)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition” or similar provision of any state anti-takeover Law, including Section 203 of the DGCL Law (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws Articles is, or at the Effective Time will be, applicable to this Agreement, the Mergers Transactions or any of the other transactions contemplated hereby.

Appears in 1 contract

Samples: Business Combination Agreement (Catalyst Biosciences, Inc.)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition” or similar provision of any state anti-takeover Law, including Section 203 of the DGCL (collectively, “Takeover Laws”) or any similar anti-takeover provision in the Company Charter or Company Bylaws Law is, or at the Effective Time will be, applicable to this Agreement, the Mergers Merger or any of the other transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (AtriCure, Inc.)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition” or similar provision of any state anti-takeover Law, Law (including Section 203 of the DGCL (collectively, “Takeover Laws”DGCL) or any similar anti-takeover provision in the certificate of incorporation or bylaws of the Company Charter or Company Bylaws is, or at the Effective Time will be, applicable to this Agreement, the Mergers or any of the other transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Skillsoft Corp.)

State Takeover Statutes. No “moratorium,” “fair price,” “business combination,” “control share acquisition” or similar provision of any state anti-takeover Law, Law (including Section 203 of the DGCL (collectively, “Takeover Laws”DGCL) or any similar anti-takeover provision in the certificate of incorporation or bylaws of the Company Charter or Company Bylaws is, or at the Effective Time will be, applicable to this Agreement, the Mergers Merger or any of the other transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (EDGEWELL PERSONAL CARE Co)

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