Common use of Stockholder Meeting; Proxy Material Clause in Contracts

Stockholder Meeting; Proxy Material. (a) The Company shall cause a meeting of its stockholders (the "COMPANY STOCKHOLDER MEETING") to be duly called and held as soon as reasonably practicable after consummation of the Offer for the purpose of voting on the approval and adoption of this Agreement and the Merger. In connection with such meeting, the Company will, if required by law, (i) promptly prepare and file with the SEC, use its best efforts to have cleared by the SEC and thereafter mail to its stockholders as promptly as practicable the Company Proxy Statement and related proxy materials for such meeting, (ii) use its commercially reasonable efforts to obtain the necessary approvals by its stockholders of this Agreement and the transactions contemplated hereby and (iii) otherwise comply with all legal requirements applicable to such meeting.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (McDermott International Inc), Agreement and Plan of Merger (McDermott Acquisition Co Inc), Agreement and Plan of Merger (McDermott J Ray Sa)

AutoNDA by SimpleDocs

Stockholder Meeting; Proxy Material. (a) The Company shall cause a meeting of its stockholders (the "COMPANY STOCKHOLDER MEETING"“Company Stockholder Meeting”) to be duly called and held as soon as reasonably practicable after consummation of the Offer for the purpose of voting on the approval and adoption of this Agreement and the Merger. Subject to Section 6.03(b), the Board of Directors of the Company shall recommend approval and adoption of this Agreement and the Merger by the Company’s stockholders. In connection with such meeting, the Company will, if required by law, shall (i) promptly prepare and file with the SEC, use its best efforts to have cleared by the SEC Proxy Statement and thereafter mail to its stockholders as promptly as practicable the Company Proxy Statement and related all other proxy materials for such meeting, (ii) subject to Section 6.03(b), use its commercially reasonable best efforts to obtain the necessary approvals by its stockholders of this Agreement and the transactions contemplated hereby Company Stockholder Approval and (iii) otherwise comply with all material legal requirements applicable to such meeting.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Ade Corp), Agreement and Plan of Merger (Kla Tencor Corp), Agreement and Plan of Merger (Kla Tencor Corp)

Stockholder Meeting; Proxy Material. (a) The Company shall cause a meeting of its stockholders (the "COMPANY STOCKHOLDER MEETINGCompany Stockholder Meeting") to be duly called and held as soon as reasonably practicable after consummation of the Offer for the purpose of voting on the approval and adoption of this Agreement and the MergerAgreement. In connection with such meeting, the Company will, if required by law, (i) will promptly prepare and file with the SEC, use its reasonable best efforts to have cleared by the SEC and thereafter mail to its stockholders as promptly as practicable the Company Proxy Statement and related all other proxy materials for such meeting, (ii) use its commercially reasonable best efforts to obtain the necessary approvals by its stockholders of this Agreement and the transactions contemplated hereby and (iii) otherwise comply with all legal requirements applicable to such meeting.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tandem Computers Inc /De/), Agreement and Plan of Merger (Compaq Computer Corp)

Stockholder Meeting; Proxy Material. (a) The Company shall cause a meeting of its stockholders (the "COMPANY STOCKHOLDER MEETINGCompany Stockholder Meeting") to be duly called and held as soon as reasonably practicable after consummation of the Offer for the purpose of voting on the approval and adoption of this Agreement and the Merger. In connection with such meeting, the Company will, if required by law, will (i) promptly prepare and file with the SEC, use its reasonable best efforts to have cleared by the SEC and thereafter mail to its stockholders as promptly as practicable the Company Joint Proxy Statement and related all other proxy materials for such meeting, (ii) use its commercially reasonable best efforts to obtain the necessary approvals by its stockholders of this Agreement and the transactions contemplated hereby and (iii) otherwise comply with all legal requirements applicable to such meeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Promus Hotel Corp/De/)

AutoNDA by SimpleDocs

Stockholder Meeting; Proxy Material. (a) The Company shall cause a meeting of its stockholders (the "COMPANY STOCKHOLDER MEETINGCompany Stockholder Meeting") to be duly called and held as soon as reasonably practicable after consummation of the Offer for the purpose of voting on the approval and adoption of this Agreement and the Merger. In connection with such meeting, the Company willwill (i) subject to Section 5.03(b), if required recommend approval and adoption of this Agreement and the Merger by lawthe Company's stockholders, (iii) promptly prepare and file with the SEC, use its reasonable best efforts to have cleared by the SEC and thereafter mail to its stockholders as promptly as practicable the Company Proxy Statement and related all other proxy materials for such meeting, (iiiii) use its commercially reasonable best efforts to obtain the necessary approvals by its stockholders of this Agreement and the transactions contemplated hereby and (iiiiv) otherwise comply with all legal requirements applicable to such meeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Emerson Electric Co)

Time is Money Join Law Insider Premium to draft better contracts faster.