Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time by action of the Board of Directors of Parent or the Company if:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (R&b Falcon Corp), Agreement and Plan of Merger (Cliffs Drilling Co), Agreement and Plan of Merger (Transocean Sedco Forex Inc)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to by action of the Effective Time Board of Directors of the Company or by action of the Board of Directors of Parent or (in either case upon payment of the Company Termination Amount (as defined below) if payable), if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Mitchell Energy & Development Corp), Agreement and Plan of Merger (Devon Energy Corp/De), Agreement and Plan of Merger (Devon Energy Corp/De)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after the Company Shareholder Approval or Parent Shareholder Approval has been obtained, by action of the Board of Directors of Parent or the Company if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (TGC Industries Inc), Voting Agreement (TGC Industries Inc), Voting Agreement (Dawson Geophysical Co)
Termination by Parent or the Company. This Agreement may be terminated and the Transactions may be abandoned at any time prior to the Effective Time Date by action of the Board of Directors of either Parent or the Company if:
Appears in 3 contracts
Samples: Arrangement Agreement (Quantum Fuel Systems Technologies Worldwide Inc), Arrangement Agreement (Tailwind Financial Inc.), Arrangement Agreement (L-1 Identity Solutions, Inc.)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after (except as otherwise provided below) receipt of the Parent Shareholder Approval and the Company Stockholder Approval, by action of the Board of Directors of Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pride International Inc), Agreement and Plan of Merger (Ensco PLC)
Termination by Parent or the Company. This Agreement may be terminated at At any time prior to the Effective Time Time, this Agreement may be terminated by the Company or Parent, in either case by action of the Board its board of Directors of Parent or the Company directors, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Western Refining, Inc.), Agreement and Plan of Merger (Giant Industries Inc)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after the Company Stockholder Approval or the Parent Stockholder Approval, by action of the Board of Directors of either Parent or the Company if:(with any termination by Parent also being an effective termination by Merger Sub):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cleveland Cliffs Inc), Agreement and Plan of Merger (Alpha Natural Resources, Inc.)
Termination by Parent or the Company. This Agreement may be terminated and the Transactions may be abandoned at any time prior to the Effective Time Date by action of the Board of Directors of either the Parent or the Company if:
Appears in 2 contracts
Samples: Arrangement Agreement (Acorn Energy, Inc.), Arrangement Agreement (Acorn Energy, Inc.)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time by action of the Board of Directors of Parent or of the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Circle International Group Inc /De/), Agreement and Plan of Merger (Baker Hughes Inc)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after the Stockholder Approval, by action of the Board of Directors of either Parent or the Company ifCompany:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Smtek International Inc), Agreement and Plan of Merger (CTS Corp)
Termination by Parent or the Company. This Agreement may be terminated at At any time prior to the Effective Time Time, this Agreement may be terminated by the Company or Parent, in either case by action of the its Board of Directors of Parent or the Company Directors, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ocean Energy Inc /Tx/), Employment Agreement (Devon Energy Corp/De)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after the Company Stockholder Approval, by action of the Board of Directors of either Parent or the Company if:(with any termination by Parent also being an effective termination by Merger Sub and Merger LLC):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Spartech Corp), Agreement and Plan of Merger (Polyone Corp)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after the Company Stockholder Approval, by action of the Board of Directors of either Parent or the Company if:(with any termination by Parent also being an effective termination by Merger Sub):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ico Inc), Agreement and Plan of Merger (Schulman a Inc)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after the Company Shareholder Approval or Parent Shareholder Approval, by action of the Board of Directors of either Parent or the Company ifCompany:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Multifoods Corp), Agreement and Plan of Merger (Smucker J M Co)
Termination by Parent or the Company. This Agreement may be terminated by either Parent or the Company at any time prior to the Effective Time by action (whether before or after the receipt of the Board of Directors of Parent or the Company if:Shareholder Approval):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vail Resorts Inc), Agreement and Plan of Merger (Peak Resorts Inc)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time by action of the Board board of Directors directors of Parent or the Company (upon payment of the Termination Amount (as defined below), if payable pursuant to Section 8.5(a)) or by action of the board of directors of Parent, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Louis Dreyfus Natural Gas Corp), Agreement and Plan of Merger (Consolidated Natural Gas Co/Va)
Termination by Parent or the Company. This Agreement may be terminated and the transactions contemplated hereby may be abandoned at any time prior to the Effective Time Time, whether before or after the Company Shareholder Approval, by action of the Board of Directors of either Parent or 42 the Company if:(with any termination by Parent also being an effective termination by Merger Sub):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Keithley Instruments Inc)
Termination by Parent or the Company. This Agreement may be terminated at At any time prior to the Effective Time Time, this Agreement may be terminated by Parent or the Company, in either case by action of the its Board of Directors of Parent or the Company Directors, if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Lamar Advertising Co/New)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after the Stockholder Approval, by action written notice of the Board of Directors of either Parent or the Company ifCompany:
Appears in 1 contract
Termination by Parent or the Company. This Agreement may be terminated terminated, and the Transactions may be abandoned, at any time prior to the Effective Time Time, whether before or after the Company Stockholder Approval has been obtained by action of either the Board Parent board of Directors of Parent directors or the Company Board if:
Appears in 1 contract
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, by action of the Board of Directors of either Parent or the Company ifCompany:
Appears in 1 contract
Samples: Agreement and Plan of Merger (National Processing Inc)
Termination by Parent or the Company. This Agreement may be terminated terminated, and the Transactions may be abandoned, at any time prior to the Effective Time Time, whether before or after the Company Shareholder Approval has been obtained by action of either the Board Parent board of Directors of Parent directors or the Company Board if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Zoltek Companies Inc)
Termination by Parent or the Company. This Agreement may be terminated by either Parent or the Company at any time prior to the Effective Time (notwithstanding any approval of this Agreement by action the stockholders of the Board of Directors of Parent or the Company if:Company):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Golden Enterprises Inc)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after the Company Stockholder Approval or the Parent Stockholder Approval, by action written notice of the Board of Directors of either Parent or the Company ifCompany:
Appears in 1 contract
Samples: Agreement and Plan of Merger (May Department Stores Co)
Termination by Parent or the Company. This Agreement may be terminated by either Parent or the Company at any time prior to the Effective Time by action (whether before or after the receipt of the Board of Directors of Parent or the Company if:Stockholder Approval):
Appears in 1 contract
Samples: Agreement and Plan of Merger (CAI International, Inc.)
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, whether before or after Shareholder Approval, by action written notice of the Board of Directors of either Parent or the Company ifCompany:
Appears in 1 contract
Termination by Parent or the Company. This Agreement may be terminated at any time prior to the Effective Time Time, by action of either Purchaser (without the Board joinder of Directors of Parent Parent) or the Company if:(without the joinder of the Shareholders):
Appears in 1 contract
