Common use of Takeover Statute Clause in Contracts

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 12 contracts

Samples: Agreement and Plan of Merger (Usf Corp), Agreement and Plan of Merger (Vintage Petroleum Inc), Agreement and Plan of Merger (Yellow Roadway Corp)

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Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 11 contracts

Samples: Agreement and Plan of Merger (Amgen Inc), Agreement and Plan of Merger (Mmi Companies Inc), Agreement and Plan of Merger (American Bankers Insurance Group Inc)

Takeover Statute. If any Takeover Statute is Law may become, or may become purport to be, applicable to the Merger or the other transactions contemplated by this Agreementhereby, each of Parent and the Company and its Board of Directors Parent shall grant such approvals and take such actions as are reasonably necessary so that such the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe transactions contemplated hereby.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (NewPage Holdings Inc.), Agreement and Plan of Merger (Mirant Corp), Agreement and Plan of Merger (Constellation Energy Group Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (Athenahealth Inc), Agreement and Plan of Merger (Discovery Communications, Inc.), Agreement and Plan of Merger (Front Yard Residential Corp)

Takeover Statute. If any Takeover Statute is or may Law shall become applicable to the Merger or the other transactions contemplated by this Agreementhereby, each of the Company and Parent and the Company and its Board members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that such the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe transactions contemplated hereby.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Boston Communications Group Inc), Agreement and Plan of Merger (Titanium Asset Management Corp), Agreement and Plan of Merger (Stealth Acquisition Corp.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent the Company and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Computer Associates International Inc), Agreement and Plan of Merger (Computer Associates International Inc), Agreement and Plan of Merger (Computer Associates International Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to any of the Merger or the other transactions contemplated by this AgreementTransactions, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Transaction Documents and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Walt Disney Co/), Agreement and Plan of Merger, Agreement and Plan of Merger (Walt Disney Co/)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or and by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (At&t Wireless Services Inc), Agreement and Plan of Merger (Cingular Wireless LLC), Agreement and Plan of Merger (SBC Communications Inc)

Takeover Statute. If any Takeover Statute is or may shall become applicable to the Merger Merger, the Offer or the other transactions contemplated by this Agreementhereby, each of Parent and the Company and its the members of the Board of Directors of the Company shall grant such approvals and take such actions as are necessary so that such the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe transactions contemplated hereby.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Scor Us Corp), Agreement and Plan of Merger (Hallwood Group Inc), Agreement and Plan of Merger (Hallwood Group Inc)

Takeover Statute. If any Takeover Statute is or may shall become applicable to the Merger or the other transactions contemplated by this Agreementhereby, each of the Company and Parent and the Company and its Board members of Directors their respective boards of directors shall grant such approvals and take such actions as are reasonably necessary so that such the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger hereby, and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe transactions contemplated hereby.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Centennial Communications Corp /De), Agreement and Plan of Merger (NextWave Wireless Inc.), Agreement and Plan of Merger (At&t Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Mergers or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Time Warner Inc.), Agreement and Plan of Merger (At&t Inc.), Agreement and Plan of Merger

Takeover Statute. If any Takeover Statute is or may shall become applicable to the Merger or the other transactions contemplated by this Agreementhereby, each of the Company and Parent and the Company and its Board members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that such the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsstatute.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Zany Brainy Inc), Agreement and Plan of Merger (Zany Brainy Inc), Agreement and Plan of Merger (Noodle Kidoodle Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement or the Stock Option Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Stock Option Agreement, as the case may be, or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (St Paul Companies Inc /Mn/), Agreement and Plan of Merger (St Paul Companies Inc /Mn/), Agreement and Plan of Merger (Usf&g Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board their respective boards of Directors directors shall use their reasonable best efforts to grant such approvals and take such actions as are necessary in accordance with applicable Law so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate (or minimize to the extent elimination is not possible, minimize) the effects of such statute or regulation on such transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Cleveland-Cliffs Inc.), Agreement and Plan of Merger (Ak Steel Holding Corp), Agreement and Plan of Merger (Cleveland-Cliffs Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors shall directors shall, to the fullest extent consistent with its fiduciary obligations under applicable Law, grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Agreement, and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (American General Corp /Tx/), Agreement and Plan of Merger (American General Corp /Tx/), Agreement and Plan of Merger (American General Corp /Tx/)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement or the Stock Option Agreement, each of Parent and the Company party hereto and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated consum mated as promptly as practicable on the terms contemplated by this Agreement or the Stock Option Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (SBC Communications Inc), Agreement and Plan of Merger (SBC Communications Inc), Agreement and Plan of Merger (Southern New England Telephone Co)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent the parties and the Company and its Board their Boards of Directors shall will grant such those approvals and take such those actions as are necessary so that such these transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise will use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation any Takeover Statute on such these transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Black Hills Corp /Sd/), Agreement and Plan of Merger, Agreement and Plan of Merger (Great Plains Energy Inc)

Takeover Statute. If any Takeover Statute is Law may become, or may become purport to be, applicable to the Merger or the other transactions contemplated by this AgreementTransactions, each of Parent and the Company and its Board of Directors Parent shall grant such approvals and take such actions as are reasonably necessary so that such transactions the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe Transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Allegheny Energy, Inc), Agreement and Plan of Merger (Firstenergy Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Directv), Agreement and Plan of Merger (Dobson Communications Corp), Agreement and Plan of Merger (At&t Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Offer, the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board respective Boards of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Informax Inc), Agreement and Plan of Merger (Invitrogen Corp), Agreement and Plan of Merger (Invitrogen Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, then each of Parent Buyer and the Company and its Board of Directors Directors, subject to applicable law, shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 3 contracts

Samples: Stock Purchase and Sale Agreement (Mvii LLC), Side Letter Agreement (Mvii LLC), Side Letter Agreement (Dsi Toys Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board their respective Boards of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Verifone Systems, Inc.), Agreement and Plan of Merger (Hypercom Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Djo Inc), Agreement and Plan of Merger (ReAble Therapeutics Finance LLC)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement or the Stock Option Agreement, each of Parent and the Company party hereto and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or the Stock Option Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Republic Automotive Parts Inc), Agreement and Plan of Merger (Keystone Automotive Industries Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or Transactions after the other transactions contemplated by date of this Agreement, each Parent, the board of Parent directors of Parent, the Company and the Company and Board shall each use its Board of Directors shall respective reasonable best efforts to grant such approvals and take such actions as are reasonably necessary so that such transactions the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize minimize, to the extent possible, the effects of such statute or regulation on such transactionsthe Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Lexmark International Inc /Ky/), Agreement and Plan of Merger (Kofax LTD)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Mergers or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Greenlane Holdings, Inc.), Agreement and Plan of Merger (KushCo Holdings, Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Augat Inc), Agreement and Plan of Merger (Thomas & Betts Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or Transactions after the other transactions contemplated by date of this Agreement, each of Parent and the Company and shall each use its Board of Directors shall respective reasonable best efforts to grant such approvals and take such actions as are reasonably necessary so that such transactions the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize minimize, to the extent possible, the effects of such statute or regulation on such transactionsthe Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Amerisourcebergen Corp), Agreement and Plan of Merger (MWI Veterinary Supply, Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Shares, the Offer, the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its their respective Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ceridian Corp), Agreement and Plan of Merger (Abr Information Services Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this AgreementContemplated Transactions, each of Parent and the Company and its the Company Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Primoris Services Corp), Agreement and Plan of Merger (Willbros Group, Inc.\NEW\)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its their respective Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement hereby or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (V F Corp), Agreement and Plan of Merger (Vans Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement or any Voting Agreement, each of Parent and the Company and its Board their respective boards of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or and by the Merger Voting Agreements and otherwise act to eliminate (or minimize to the extent elimination is not possible, minimize) the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Western Refining, Inc.), Agreement and Plan of Merger (Tesoro Corp /New/)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent Buyer and the Company and its Board their respective Boards of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Radiant Systems Inc), Agreement and Plan of Merger (NCR Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreementhereby, each of Parent and Parent, the Company and its Board Merger Sub and their respective boards of Directors directors, shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable hereafter on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Biomimetic Therapeutics, Inc.), Agreement and Plan of Merger (Wright Medical Group Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent the Company and the Company and its Board of Directors shall grant such approvals and take such lawful actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act take such lawful actions to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Symbol Technologies Inc), Agreement and Plan of Merger (Motorola Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its their respective Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Merger, and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Archipelago Holdings Inc), And Restated Agreement and Plan of Merger (Archipelago Holdings Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement or the Stock Option Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Premark International Inc), Stockholder Agreement (Premark International Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this AgreementAgreement and the Arrangement, each of Parent and Parent, the Company and each of its respective Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by and the Merger Arrangement and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Combination Agreement (Moore Wallace Inc), Combination Agreement (Donnelley R R & Sons Co)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its their respective Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Merger, and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bancwest Corp/Hi), Agreement and Plan of Merger (Commercial Federal Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board their respective Boards of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Agreement, and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Vitaminshoppe Com Inc), Agreement and Plan of Merger (Vitamin Shoppe Industries)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent the Company and the Company and its Board of Directors shall grant such approvals and take such lawful actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act take such lawful actions to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Netopia Inc), Agreement and Plan of Merger (Netopia Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement or the Voting Agreement, each of Parent and the Company and its Board their respective boards of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by and the Merger Voting Agreement and otherwise act to eliminate (or minimize to the extent elimination is not possible, minimize) the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Marathon Petroleum Corp), Agreement and Plan of Merger (Andeavor)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this AgreementTransactions, each of Parent and the Company and its Board their respective boards of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate (or minimize to the extent elimination is not possible, minimize) the effects of such statute or regulation on such transactionsTransactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Conagra Brands Inc.), Agreement and Plan of Merger (Pinnacle Foods Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors Directors, on the one hand, and iPCS and its Board of Directors, on the other hand, shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ipcs Inc), Agreement and Plan of Merger (Horizon PCS Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, each of Parent and Parent, the Company and its their respective Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Alamosa Holdings Inc), Agreement and Plan of Merger (Airgate PCS Inc /De/)

Takeover Statute. If any Takeover Statute is or may become applicable to the Shares, the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute Takeover Statute on the Shares, the Merger or regulation on such other transactions, as applicable.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Medco Health Solutions Inc), Agreement and Plan of Merger (Accredo Health Inc)

Takeover Statute. If any Takeover Statute is or may Law shall become applicable to the Merger or the other transactions contemplated by this Agreementhereby, each of the Company, Parent and Merger Sub and the Company and its Board members of Directors their respective boards of directors shall grant such approvals and take such actions as are reasonably necessary so that such the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Saks Inc), Agreement and Plan of Merger (Belk Inc)

Takeover Statute. If any Takeover Statute Law is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, each of Parent the Company and the Company and its Board of Directors shall grant such approvals and take such actions within the Company’s control as are permitted and necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pfizer Inc), Agreement and Plan of Merger (Hospira Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreementhereby, each of Parent and Parent, the Company and its Board Merger Sub and their respective board of Directors directors, shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable hereafter on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Barr Pharmaceuticals Inc), Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

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

Takeover Statute. If any Takeover Statute is or may become applicable ---------------- to the Merger or the other transactions contemplated by this Agreement, each of the Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Sohu Com Inc)

Takeover Statute. If any Takeover Statute or similar statute or regulation is or may become applicable to the Merger this Agreement or to the other transactions contemplated by this Agreementhereby or thereby, each of Parent and the Company parties and its Board of Directors shall grant such approvals and take all such actions as are necessary legally permissible so that the transactions contemplated under such transactions agreements may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger under such agreements and otherwise act to eliminate or minimize the effects of any such statute or regulation on the transactions contemplated under such transactionsagreements.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Paging Network Inc), Agreement and Plan of Merger (Arch Communications Group Inc /De/)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this AgreementTransactions, each of Parent the Company, Buyer and Merger Sub, and the Company and its Board respective boards of Directors directors thereof, shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (LiveXLive Media, Inc.), Agreement and Plan of Merger (Snap Interactive, Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its their respective Board of Directors shall grant such approvals and take such actions as are reasonably necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects effect's of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (MKS Instruments Inc), Agreement and Plan of Merger (Applied Science & Technology Inc)

Takeover Statute. If any Takeover Statute is state takeover Law or similar applicable Law may become, or may become purport to be, applicable to this Agreement, the Merger or any of the other transactions contemplated by this AgreementTransactions, each of Parent and the Company and its Board of Directors Parent shall grant such approvals and take such actions as are reasonably necessary so that such transactions the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Molekule Group, Inc.), Agreement and Plan of Merger (AeroClean Technologies, Inc.)

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Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such lawful actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (HNC Software Inc/De), Agreement and Plan of Merger (Fair Isaac & Company Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreementthe Transaction Agreements, each ING, Parent and their respective boards of Parent directors and the Company and its Board board of Directors directors shall each grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Transaction Agreements and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Restructuring and Merger (Aetna Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Mergers or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Univar Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this AgreementTransactions, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (INC Research Holdings, Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Agreement, and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (United Asset Management Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Baltek Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent Parent, Merger Sub and the Company and its Board respective board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Transaction Agreement (Ntelos Holdings Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Mergers or the other transactions contemplated by this Agreement, each of Parent Parent, Holdco and the Company and its Board their respective Boards of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Columbia Energy Group)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent the Company and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Terayon Communication Systems)

Takeover Statute. If any Takeover Statute shall become or is or may become deemed to be applicable to the Merger or the other transactions contemplated by herein after the date of this Agreement, each of the Company and Parent and the Company and its Board members of Directors their respective boards of directors shall grant such approvals and take such actions as are necessary so that such the Merger and the other transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger herein and otherwise act to eliminate or minimize if possible, and otherwise to minimize, the effects of such statute or regulation Takeover Statute on such transactionsthe Merger and the other transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Warner Music Group Corp.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Equity Purchase or the other transactions contemplated by this Agreement, each of Parent the Company and the Company and its Board of Directors shall grant such approvals and take such actions as are reasonably necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise reasonably act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Option and Equity Purchase Agreement (Bioventus Inc.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Mergers or the other transactions contemplated by this Agreement, each of Parent Parent, Holdco and the Company and its Board their respective Boards of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated consum- mated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nisource Inc)

Takeover Statute. If any Takeover Statute is or may Law shall become applicable to the Merger or the other transactions contemplated by this Agreement, each of the Company and Parent and the Company and its Board members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that such the transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Restoration Hardware Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreementhereby, each of Parent the Company, Constellation and the Company Merger Sub and its Board their respective board of Directors directors, shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable hereafter on the terms contemplated by this Agreement or by the Merger hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Constellation Alpha Capital Corp.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board their respective boards of Directors trustees shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rait Investment Trust)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use commercially reasonable efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vonage Holdings Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Merit Medical Systems Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent Acquiror and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that that, if lawful to permit such transactions under such Takeover Statute, such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aames Investment Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Equitable of Iowa Companies)

Takeover Statute. If any Takeover Statute is may become, or may become purport to be, applicable to the Merger this Agreement or the other transactions contemplated by this AgreementTransactions, each of the Company, Parent and Merger Sub and the Company and its Board members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that such transactions the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Encore Wire Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this AgreementAgreement or the other Transaction Documents, each of Parent and the Company and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nice Systems LTD)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent Buyer and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Stock Purchase Agreement (Marsh & McLennan Companies Inc)

Takeover Statute. If any Takeover Statute is Statutes shall or may become applicable to this Agreement, the Merger or the other transactions contemplated by this Agreementherein, each of Parent and the Company and its Board the Parent Parties and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that such the transactions contemplated herein may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger herein and otherwise act to eliminate or or, if not possible to eliminate, minimize the effects of such statute or regulation on such transactionsthis Agreement, the Merger and the transactions contemplated herein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Transatlantic Petroleum Ltd.)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its the Company Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quality Systems, Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Amalgamation or the other transactions contemplated by this AgreementAgreement or the Stockholder/Voting Agreements, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Amalgamation and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Amalgamation Agreement (Teekay Shipping Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Mergers or the other transactions contemplated by this Agreement, each of Parent Parent, Holdco, the Company, each Merger Sub and the Company Finance Co. and its Board their respective Boards of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger Mergers and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nisource Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this AgreementAgreement or the Stockholder Agreements, each of Parent Parent, Merger Sub and the Company and its Board their respective Boards of Directors shall grant such approvals and take such lawful actions as are necessary so to ensure that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation and any regulations promulgated thereunder on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Charles River Associates Inc)

Takeover Statute. If any Takeover Statute is or may become ---------------- applicable to the Merger or any of the other transactions contemplated by this Agreement, each of Parent and the Company Public and its Board of Directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ipcs Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors (or any committee thereof) shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Agiliti, Inc. \De)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger Arrangement or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement Agreement, or by the Merger Arrangement and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Arrangement (360network Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its Board board of Directors directors shall grant such approvals and take such actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by and the Merger other Transaction Agreements and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hoovers Inc)

Takeover Statute. If any Takeover Statute is or may become applicable to the Shares, the Offer, the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its their respective Board of Directors shall grant such approvals and take such actions as are reasonably necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oerlikon Buhrle Usa Inc)

Takeover Statute. If any Takeover Statute is may become, or may become purport to be, applicable to the Merger this Agreement or the other transactions contemplated by this AgreementContemplated Transactions, each of the Company, Parent and Merger Sub and the Company and its Board members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that such transactions the Contemplated Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe Contemplated Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (United States Steel Corp)

Takeover Statute. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, each of Parent and the Company and its their respective Board of Directors shall grant such approvals and take such lawful actions as are necessary so that such transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Moore Medical Corp)

Takeover Statute. If any Takeover Statute the Merger or the transactions contemplated by this Agreement is or may become applicable subject to the Merger or the other transactions contemplated by this Agreementany Takeover Statute, each of Parent and the Company and its the Board of Directors shall grant such approvals and take such actions as are necessary so that such the transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Asante Technologies Inc)

Takeover Statute. If any Takeover Statute is or may Law shall become applicable to the Merger or the other transactions contemplated by this Agreement, each of the Company, Parent and Merger Sub and the Company and its Board members of Directors their respective boards of directors shall grant such approvals and take such actions as are reasonably necessary so that such the transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactionsthe transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Era Group Inc.)

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