Common use of Taking of Necessary Action Clause in Contracts

Taking of Necessary Action. If at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and Sub, the Surviving Corporation, the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, on behalf of the Company, Sub and the Surviving Corporation.

Appears in 13 contracts

Samples: Agreement and Plan of Merger (Dialogic Inc.), Agreement and Plan of Merger (Talbots Inc), Agreement and Plan of Merger

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Taking of Necessary Action. If at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and Merger Sub, the Surviving Corporation, the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, on behalf of the Company, Merger Sub and the Surviving Corporation.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Activant Solutions Inc /De/), Agreement and Plan of Merger (Aimmune Therapeutics, Inc.), Agreement and Plan of Merger (Sport Chalet Inc)

Taking of Necessary Action. If at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement and to vest with the Surviving Corporation with the full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and Merger Sub, the Surviving Corporation, the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, on behalf of the Company, Merger Sub and the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Southwall Technologies Inc /De/), Agreement and Plan of Merger (Solutia Inc), Agreement and Plan of Merger (Comverge, Inc.)

Taking of Necessary Action. If at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, immunities, powers and franchises of Merger Sub and the Company and SubCompany, the Surviving Corporation, Corporation and the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take any and all such lawful and necessary action, actions consistent with this Agreement, Agreement on behalf of the Company, Merger Sub and the Surviving CorporationCompany.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Wang Shuang), Agreement and Plan of Merger (Ninetowns Internet Technology Group Co LTD)

Taking of Necessary Action. If at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full rightright and title to, title and possession to of, all assets, property, rights, privileges, immunities, powers and franchises of the Company and the Merger Sub, the Surviving Corporation, Corporation and the board of directors of the Surviving Corporation and officers of the Surviving Corporation Company shall take all such lawful and necessary action, consistent with this Agreement, Agreement on behalf of the Company, the Merger Sub and the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (ShangPharma Corp)

Taking of Necessary Action. If at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full rightright and title to, title and possession to of, all assets, property, rights, privileges, immunities, powers and franchises of the Company and Merger Sub, the Surviving Corporation, Corporation and the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, Agreement on behalf of the Company, Merger Sub and the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (ChinaEdu CORP)

Taking of Necessary Action. If If, at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and SubPurchaser, the Surviving Corporation, the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall be deemed authorized to take all such lawful and necessary action, consistent with this Agreement, action on behalf of the Company, Sub Company and the Surviving CorporationPurchaser for such purposes.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dade Behring Holdings Inc)

Taking of Necessary Action. If at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and Merger Sub, the Surviving Corporation, the board of directors of the Surviving Corporation and the officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, on behalf of the Company, Merger Sub and the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Buffalo Wild Wings Inc)

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Taking of Necessary Action. If at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and SubSub in accordance with the terms hereof, the Surviving Corporation, the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, on behalf of the Company, Sub and the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (TMS International Corp.)

Taking of Necessary Action. If at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title title, and possession to all assets, property, rights, privileges, powers powers, and franchises of the Company and Merger Sub, the Surviving Corporation, the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, on behalf of the Company, Merger Sub and the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Feihe International Inc)

Taking of Necessary Action. If at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and Acquisition Sub, the Surviving Corporation, the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, on behalf of the Company, Acquisition Sub and the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Epicor Software Corp)

Taking of Necessary Action. If at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and Sub, the Surviving Corporation, the board of directors of the Surviving Corporation and officers of the Surviving Corporation shall take all such lawful and necessary action, consistent with this Agreement, on behalf of the Company, Sub and the Surviving Corporation.. ARTICLE III

Appears in 1 contract

Samples: Agreement and Plan of Merger (TLB Merger Sub Inc.)

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