Common use of Takeover Statute Clause in Contracts

Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company and Parent, to the extent permissible under applicable Law, shall grant such approvals and take such actions, in accordance with the terms of this Agreement, as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable, and in any event prior to the End Date, on the terms contemplated hereby and otherwise, to the extent permissible under applicable Law, act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Medianet Group Technologies Inc), Agreement and Plan of Merger (Centex Corp), Agreement and Plan of Merger (Medianet Group Technologies Inc)

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Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition,” “interested shareholder,” “business combination” or other form of antitakeover statute or regulation shall or may become applicable to the transactions contemplated herebyherein, each of the Company and Parent, to the extent permissible under applicable Law, Parent Parties and the members of their respective Boards of Directors shall grant such approvals and take such actions, in accordance with the terms of this Agreement, actions as are reasonably necessary so that the transactions contemplated hereby herein may be consummated as promptly as practicable, and in any event prior to the End Date, practicable on the terms contemplated hereby herein and otherwise, to the extent permissible under applicable Law, otherwise act to eliminate or or, if not possible to eliminate, minimize the effects of such statute or regulation on the transactions contemplated herebyherein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dell Inc)

Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition,” “interested shareholder,” “business combination” or other form of antitakeover statute or regulation shall or may become applicable to the transactions contemplated herebyherein, each of the Company and Parent, to the extent permissible under applicable Law, Parent Parties and the members of their respective boards of directors shall grant such approvals and take such actions, in accordance with the terms of this Agreement, actions as are reasonably necessary so that the transactions contemplated hereby herein may be consummated as promptly as practicable, and in any event prior to the End Date, practicable on the terms contemplated hereby herein and otherwise, to the extent permissible under applicable Law, otherwise act to eliminate or or, if not possible to eliminate, minimize the effects of such statute or regulation on the transactions contemplated herebyherein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cornerstone Therapeutics Inc)

Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition,” “interested shareholder,” “business combination” or other form of antitakeover statute or regulation shall or may become applicable to the transactions contemplated herebyherein, each of the Company Company, Parent and Parent, to Merger Sub and the extent permissible under applicable Law, members of their respective Boards of Directors shall grant such approvals and take such actions, in accordance with the terms of this Agreement, actions as are reasonably necessary so that the transactions contemplated hereby herein may be consummated as promptly as practicable, and in any event prior to the End Date, practicable on the terms contemplated hereby herein and otherwise, to the extent permissible under applicable Law, otherwise act to eliminate or or, if not possible to eliminate, minimize the effects of such statute or regulation on the transactions contemplated herebyherein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pike Corp)

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Takeover Statute. If Subject to the provisions of this Agreement, if any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover statute or regulation shall become applicable to the transactions contemplated herebyhereby after the date hereof, each of Vowel and Consonant and the Company and Parent, to the extent permissible under applicable Law, members of their respective Boards of Directors shall grant such approvals and take such actions, in accordance with the terms of this Agreement, actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable, and in any event prior to the End Date, practicable on the terms contemplated hereby and otherwise, otherwise act to eliminate or minimize the extent permissible under applicable Law, effects of such statute or regulation on transactions contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the Mergers and the other transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Mergers (Voyager Learning CO)

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