Common use of Takeover Statute Clause in Contracts

Takeover Statute. If any Takeover Statute shall become applicable to the transactions contemplated hereby, including without limitation any takeover provision under the laws of the State of Delaware, the Company and the members of the Board shall, to the extent consistent with its fiduciary duties, grant such approvals and take such actions as are necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise use their 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: Securities Purchase Agreement (Allos Therapeutics Inc), Securities Purchase Agreement (Allos Therapeutics Inc), Registration Rights Agreement (Nyfix Inc)

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Takeover Statute. If any Takeover Statute shall become applicable to the transactions contemplated hereby, including including, without limitation limitation, any takeover provision under the laws of the State of Delaware, the Company and the members of the Board shall, to the extent consistent with its fiduciary duties, shall grant such approvals and take such actions as are necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise use their reasonable best efforts to act to eliminate or minimize the effects of such statute statue or regulation on the transactions contemplated hereby.

Appears in 3 contracts

Samples: Note Purchase Agreement (Micro Therapeutics Inc), Note Purchase Agreement (Micro Therapeutics Inc), Note Purchase Agreement (Micro Investment LLC)

Takeover Statute. If any Takeover Statute shall become applicable to the transactions contemplated hereby, including without limitation any takeover provision under the laws of the State of Delaware, the Company and the members of the Board shall, to the extent consistent with its fiduciary duties, shall grant such approvals and take such actions as are necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise use their reasonable best efforts to act to eliminate or minimize the effects of such statute statue or regulation on the transactions contemplated hereby.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Micro Therapeutics Inc), Securities Purchase Agreement (Micro Therapeutics Inc)

Takeover Statute. If any Takeover Statute shall become applicable to the transactions contemplated hereby, including without limitation any takeover provision under the laws of the State of Delaware, the Company and the members of the Board shall, to the extent consistent with its fiduciary duties, grant such approvals and take such actions as are necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise use their reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated herebyhereby and the ownership of shares or Exchange Shares by the Investor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Warburg Pincus Private Equity IX, L.P.), Securities Purchase Agreement (Inspire Pharmaceuticals Inc)

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Takeover Statute. If any Takeover Statute shall become applicable to the transactions contemplated hereby, including without limitation any takeover provision under the laws of the State of Delaware, the Company and the members of the Board shall, to the extent consistent with its fiduciary duties, Partnership shall grant such approvals and take such actions as are necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise use their reasonable best efforts to act to eliminate or minimize the effects of such statute or regulation on the transactions contemplated hereby.

Appears in 1 contract

Samples: Common Unit Purchase Agreement (Ensource Energy Income Fund LP)

Takeover Statute. If any Takeover Statute shall become applicable to the transactions contemplated hereby, including without limitation any takeover provision under the laws of the State of Delaware, the Company and the members of the Board shall, to the extent consistent with its fiduciary dutiesduty, grant such approvals and take such actions as are necessary so that the transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise use their reasonable best efforts to act to eliminate or minimize the effects of such statute statue or regulation on the transactions contemplated hereby.

Appears in 1 contract

Samples: Securities Purchase Agreement (Neurogen Corp)

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