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 and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 20 contracts
Samples: Agreement and Plan of Merger (Invitrogen Corp), Agreement and Plan of Merger (Invitrogen Corp), Stockholder Agreement (Axs One Inc)
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 Company, Parent and Parent Merger Sub and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Metals Usa Holdings Corp.), Agreement and Plan of Merger (Envision Healthcare Corp), Agreement and Plan of Merger (Ancestry.com Inc.)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Dow Chemical Co /De/), Agreement and Plan of Merger (Rohm & Haas Co), Agreement and Plan of Merger (Merisel Inc /De/)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the Merger or the other transactions contemplated herebyby this Agreement, each of the Company and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the Merger and the other transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby herein and otherwise act to eliminate or minimize the effects of such statute or regulation on the Merger and the other transactions contemplated hereby.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Silverleaf Resorts Inc), Agreement and Plan of Merger (Hallwood Trust /Tx/), Agreement and Plan of Merger (Silverleaf Resorts Inc)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, Parent and Parent Merger Sub and the members of their respective Boards boards of Directors directors shall use reasonable best efforts to grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise use reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Sailpoint Technologies Holdings, Inc.), Agreement and Plan of Merger (Proofpoint Inc), Agreement and Plan of Merger (Sailpoint Technologies Holdings, Inc.)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, Parent and Parent Merger Subs and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Canadian Pacific Railway LTD/Cn), Agreement and Plan of Merger (Canadian Pacific Railway LTD/Cn), Agreement and Plan of Merger (Kansas City Southern)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated herebyby this Agreement, each of the Company and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby by this Agreement may be consummated as promptly as practicable on the terms contemplated hereby by this Agreement and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated herebyby this Agreement.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Goodman Global Inc), Agreement and Plan of Merger (Wj Communications Inc), Agreement and Plan of Merger (Triquint Semiconductor Inc)
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 and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ness Technologies Inc), Agreement and Plan of Merger (Infonow Corp /), Agreement and Plan of Merger (Newgen Results Corp)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall be or become applicable to the transactions contemplated hereby, each of the Company and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 3 contracts
Samples: Merger Agreement (Cardionet Inc), Merger Agreement (Biotel Inc.), Merger Agreement (Biotel Inc.)
Takeover Statute. If any “"fair price,” “" "moratorium,” “" "control share acquisition” " or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company and Parent the Bidder and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Dexter Corp), Agreement and Plan of Merger (Invitrogen Corp), Agreement and Plan of Merger (Invitrogen Corp)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become becomes applicable to the Merger or the other transactions contemplated herebyby this Agreement, each of the Company and Parent and the members of their respective Boards of Directors shall will grant such approvals and take such actions as are reasonably necessary so that the Merger and the other transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby herein and otherwise act to eliminate or minimize the effects of such statute or regulation on the Merger and the other transactions contemplated hereby.
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)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover statute or regulation shall become applicable to the Merger or the other transactions contemplated hereby, each of the Company and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the Merger and the other transactions contemplated hereby.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (CGEA Investor, Inc.), And Restated Agreement and Plan of Merger (Elkcorp), Agreement and Plan of Merger (Elkcorp)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, Merger Sub and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (K Tron International Inc), Agreement and Plan of Merger (Hillenbrand, Inc.), Agreement and Plan of Merger (K Tron International Inc)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company and Parent Seller and the members of their respective Boards its board of Directors directors shall grant such approvals and take such actions as are reasonably necessary necessary, if any, so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 2 contracts
Samples: Purchase Agreement (Salton Inc), Purchase Agreement (Spectrum Brands, Inc.)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover statute or regulation shall become becomes applicable to the transactions contemplated hereby, each of the Company and Parent party hereto and the members of their respective Boards boards of Directors shall directors shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Professional Diversity Network, Inc.), Agreement and Plan of Merger (Ladurini Daniel)
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 party hereto and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wendys International Inc), Agreement and Plan of Merger (Triarc Companies Inc)
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 Company, Parent and Parent Offeror and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 2 contracts
Samples: Investment and Tender Offer Agreement (Avolon Holdings LTD), Investment and Tender Offer Agreement (Global Aviation Leasing Co., Ltd.)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, Parent and Parent Merger Sub and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Canadian National Railway Co), Agreement and Plan of Merger (Kansas City Southern)
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 Company, Parent, Merger Sub and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American Surgical Holdings Inc), Agreement and Plan of Merger (Airnet Systems Inc)
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 herebyby this Agreement, each of the Company Company, Parent and Parent Merger Sub and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby by this Agreement may be consummated as promptly as practicable on the terms contemplated hereby by this Agreement and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated herebyby this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (L3harris Technologies, Inc. /De/), Agreement and Plan of Merger (Aerojet Rocketdyne Holdings, Inc.)
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 Newco and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Capricorn Investors Iii L P), Agreement and Plan of Merger (Tcby Enterprises Inc)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, Parent and Parent Merger Sub and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Univar Solutions Inc.)
Takeover Statute. If any “fair price,” “moratorium,” “business combination,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to this Agreement or the transactions contemplated herebyTransactions, each of the Company and Parent and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that this Agreement and the transactions contemplated hereby Transactions may be consummated as promptly as practicable on the terms contemplated hereby herein and otherwise act to eliminate or minimize the effects of such statute or regulation on this Agreement and the transactions contemplated herebyTransactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Presidential Life Corp)
Takeover Statute. If any “"fair price,” “" "moratorium,” “" ----------------- "control share acquisition” " or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, the Parent and Parent the Purchaser and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aluminum Co of America)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover statute status or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, Parent and Parent Merger Sub and the members of their the respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Takeover Statute. If any “"fair price,” “" "moratorium,” “" ---------------- "control share acquisition” " or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, the Parent and Parent the Purchaser and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Alumax Inc
Takeover Statute. If any “"fair price,” “", "moratorium,” “", ---------------- "control share acquisition” " or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company and Parent and the members of their respective Boards the Board of Directors of the Company shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated herebyhereby including by reason of a Company Change of Recommendation, each of the Company and Parent and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
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 Company, Merger Sub and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
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 and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
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 ASARCO and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Grupo Mexico Sa De Cv /Fi)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” mandatory price or other form of antitakeover similar anti-takeover statute or regulation shall regulations or may become applicable to the Merger or the other transactions contemplated herebyby this Agreement, each of the Company and Parent and the members of their respective Boards of Directors Company shall grant such approvals and take such actions as are reasonably necessary so that the such transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby by this Agreement and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated herebysuch transactions.
Appears in 1 contract
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 and the members of their respective Boards its Board of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (PAETEC Holding Corp.)
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 Offeror and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
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 and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Guarantee Life Companies Inc)
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 the ESOP and the members of their respective Boards Board of Directors of the Company shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
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 herebyby this Agreement, each of the Company and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby by this Agreement may be consummated as promptly as practicable on the terms contemplated hereby by this Agreement and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated herebyby this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Osi Restaurant Partners, Inc.)
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 and EGI-TRB and, if applicable, the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company Company, Merger Sub and Parent and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Takeover Statute. If any “fair price,” ”, “moratorium,” ”, “control share acquisition” or other form of antitakeover statute or regulation Law shall become applicable to any of the transactions contemplated herebyTransactions, each of the Company and Parent party hereto and the members of their respective Boards boards of Directors shall directors shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Jefferies Group Inc /De/)
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 herebyTransactions, each of the Company and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby Transactions may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated herebyTransactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Obagi Medical Products, Inc.)
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 herebydescribed herein, each of the Company and Parent Acquisition Corp. and the members of their respective Boards the Board of Directors of the Acquisition Corp. shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby described herein may be consummated as promptly as practicable on the terms contemplated hereby described herein and thereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated herebydescribed herein and thereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Worldwide Web Networx Corp)
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 party hereto and the members of their respective Boards boards of Directors shall directors shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Takeover Statute. (a) If any “"fair price,” “", "moratorium,” “", "control share acquisition” " or other form of antitakeover anti-takeover statute or regulation regulations is or shall become applicable to the transactions contemplated hereby, each the Company and, subject to its Fiduciary Duty, the members of the Board of Directors of the Company and Parent and the members of their respective Boards of Directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Belden & Blake Corp /Oh/)
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 herebyherein, each of the Company Company, Parent and Parent Merger Sub and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby herein may be consummated as promptly as practicable on the terms contemplated hereby herein and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated herebyherein.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Stancorp Financial Group Inc)
Takeover Statute. If any “"fair price,” “" "moratorium,” “" "control ---------------- share acquisition” " or other form of antitakeover anti-takeover statute or regulation shall become applicable to the transactions contemplated hereby, each of the Company and Parent and the members of their respective Boards its Board of Directors Directors, shall grant such approvals and take such actions as are reasonably necessary so that the Merger and the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement of Merger (Elephant Talk Communications Inc)
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 Company, Parent and Parent Newco and the members of their respective Boards boards of Directors directors shall grant such approvals and take such actions as are reasonably necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Soundbite Communications Inc)
Takeover Statute. If any “fair price,” “moratorium,” “control share acquisition” or other form of antitakeover similar anti-takeover statute or regulation shall is or may become applicable to the transactions contemplated herebyby this Agreement and the Arrangement, each of Parent, the Company and Parent and the members each of their its respective Boards Board of Directors shall grant such approvals and take such actions as are reasonably necessary so that the such transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby by this Agreement and the Arrangement and otherwise act to eliminate or minimize the effects of such statute statue or regulation on the transactions contemplated herebysuch transactions.
Appears in 1 contract
