Company Shareholders Approval. (i) Prior to or as promptly as practicable after the Proxy/Registration Statement is declared effective under the Securities Act, the Company shall establish a record date for, duly call, give notice of, convene and hold a meeting of the Company Shareholders (including any adjournment thereof, the “Company Shareholders’ Meeting”) to be held as promptly as reasonably practicable following the date that the Proxy/Registration Statement is declared effective under the Securities Act for the purpose of obtaining the Company Shareholders’ Approval (including any adjournment of such meeting for the purpose of soliciting additional proxies in favor of this Agreement) and such other matter as may be mutually agreed by SPAC and the Company. The Company will use its reasonable best efforts (A) to solicit from its shareholders proxies in favor of the Company Shareholders’ Approval and (B) to obtain the vote or consent of its shareholders required by and in compliance with all applicable Law. The Company (y) shall set the date of the Company Shareholders’ Meeting to be seven days after the Proxy/Registration Statement is declared effective and (z) shall not adjourn the Company Shareholders’ Meeting without the prior written consent of SPAC (which consent shall not be unreasonably withheld, conditioned or delayed); provided, however, that the Company may adjourn the Company Shareholders’ Meeting (1) if, as of the time that the Company Shareholders’ Meeting is originally scheduled, there are insufficient Company Shares represented at such meeting (either in person or by proxy) to constitute a quorum necessary to conduct the business of the Company Shareholders’ Meeting, or (2) if, as of the time that the Company Shareholders’ Meeting is originally scheduled, adjournment of the Company Shareholders’ Meeting is necessary to enable the Company to solicit additional proxies required to obtain Company Shareholder Approval; provided, however, that for both prior clauses (1) and (2) in the aggregate the Company may adjourn on only one occasion and so long as the date of the Company Shareholders’ Meeting is not adjourned or postponed more than an aggregate of three consecutive days in connection with such adjournment.
Company Shareholders Approval. The Selling Shareholders shall have adopted and approved this Agreement and the Exchange in accordance with applicable law.
Company Shareholders Approval. The Company Shareholders Approval shall have been obtained.
Company Shareholders Approval. The Company Shareholders' Approval with respect to (i) the issuance to J Net of Conversion Shares, (ii) the amendment to the articles of incorporation of the Company to increase the number of authorized shares of Common Stock to account for the shares of Common Stock to be issued in connection with the Rights Offering and Overallotment Option, (iii) the Rights Offering and (iv) the amendment of the Company Employee Benefit Plans, as contemplated in SECTION 4.16 shall have been obtained.
Company Shareholders Approval. The affirmative vote of shareholders of the Company required for approval and adoption of this Agreement, the Merger and the Transactions contemplated thereby is a majority of the outstanding shares of Company Common Stock and of Preferred Stock voting as separate classes ( the "Company Shareholders' Approval"). ------------------------------
Company Shareholders Approval. The Company Shareholders' Approval shall have been obtained; provided that Parent may not assert this condition if it fails to vote all Shares held by it or Merger Sub in favor of the Merger and the Company may not assert this condition if it fails to comply with Section 2.8
Company Shareholders Approval. (a) The Company shall establish a record date for, call, give notice of, convene and hold a meeting of its shareholders (the “Company Meeting”) to be held as soon as reasonably practicable after the S-4 is declared effective for the purpose of obtaining (i) the Requisite Company Vote required in connection with this Agreement and the First-Step Merger and (ii) if so desired and mutually agreed by the parties, the approval of other matters of the type customarily brought before a special meeting of shareholders to approve a merger agreement or otherwise approve the transactions contemplated hereby.
Company Shareholders Approval. The affirmative vote of shareholders of the Company required for approval and adoption of this Agreement and the Merger is more than sixty-six and two-thirds percent (66.666%) of the outstanding shares of the Common Stock.
Company Shareholders Approval. The parties hereto shall promptly submit this Agreement and the transactions contemplated hereby for their respective shareholders' approval at a meeting of shareholders and shall use its best efforts to obtain shareholder approval and adoption of this Agreement and the transactions contemplated hereby. Such meeting shall be held as soon as practicable following the date hereof. Each party hereto shall, through its Board of Directors, recommend to its respective shareholders approval of the transactions contemplated by this Agreement.
Company Shareholders Approval. Immediately following the execution and delivery of this Agreement, the Company shall solicit and obtain, to the extent required to give force to the Merger and/or any Contemplated Transactions herein under the Israeli Companies Law (and to the extent not already obtained) the Required Company Shareholders Vote for purposes of, adopting this Agreement and approving the Merger, and all other Contemplated Transactions applicable to the Company.
