No Control of the Company’s Business. Parent and Merger Sub acknowledge and agree that (i) nothing in this Agreement, including Section 5.01(a) and Section 5.01(b), is intended to give Parent or Merger Sub, directly or indirectly, the right to control or direct the operations of any Company Entity prior to the Effective Time, and (ii) prior to the Effective Time, subject to the terms and conditions of this Agreement, the Company shall exercise complete control and supervision over the Company Entities’ respective operations.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Mikros Systems Corp), Agreement and Plan of Merger (TransDigm Group INC), Agreement and Plan of Merger (Esterline Technologies Corp)
No Control of the Company’s Business. The Company, on the one hand, and Parent and Merger Sub on the other, acknowledge and agree that that: (ia) nothing contained in this Agreement, including Section 5.01(a) and Section 5.01(b), is intended to Agreement shall give Parent or Merger Sub, directly or indirectly, the right to control or direct the Company’s or its Subsidiaries’ operations of any Company Entity prior to the Effective Time, and (iib) prior to the Effective Time, subject to each of the Company, Parent and Merger Sub shall exercise, consistent with the terms and conditions of this Agreement, the Company shall exercise complete control and supervision over the Company Entitiesits and its respective Subsidiaries’ respective operations.
Appears in 3 contracts
Samples: Merger Agreement (Yatra Online, Inc.), Agreement and Plan of Merger (Tivity Health, Inc.), Agreement and Plan of Merger (Nutri System Inc /De/)
No Control of the Company’s Business. The Company, on the one hand, and Parent and Merger Sub on the other, acknowledge and agree that that: (ia) nothing contained in this Agreement, including Section 5.01(a) and Section 5.01(b), is intended to Agreement shall give Parent or Merger Sub, directly or indirectly, the right to control or direct the Company’s or its Subsidiaries’ operations of any Company Entity prior to the Effective Time, Time and (iib) prior to the Effective Time, subject to each of the Company, Parent and Merger Sub shall exercise, consistent with the terms and conditions of this Agreement, the Company shall exercise complete control and supervision over the Company Entitiesits and its respective Subsidiaries’ respective operations.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Clarcor Inc.), Agreement and Plan of Merger (Parker Hannifin Corp)
No Control of the Company’s Business. The Company, on the one hand, and Parent and Merger Sub Sub, on the other hand, acknowledge and agree that that: (i) nothing contained in this Agreement, including Section 5.01(a) and Section 5.01(b), is intended to Agreement shall give Parent or Merger Sub, directly or indirectly, the right to control or direct the Company’s or its Subsidiaries’ operations of any Company Entity prior to the Effective Time, and (ii) prior to the Effective Time, subject to each of the Company, Parent and Merger Sub shall exercise, consistent with the terms and conditions of this Agreement, the Company shall exercise complete control and supervision over the Company Entitiesits and its respective Subsidiaries’ respective operations.
Appears in 1 contract
No Control of the Company’s Business. The Company, on the one hand, and Parent and Merger Sub Sub, on the other, acknowledge and agree that that: (ia) nothing contained in this Agreement, including Section 5.01(a) and Section 5.01(b), is intended to Agreement shall give Parent or Merger Sub, directly or indirectly, the right to control or direct the Company’s or its Subsidiaries’ operations of any Company Entity prior to the Effective Time, Time and (iib) prior to the Effective Time, subject to each of the Company, Parent and Merger Sub shall exercise, consistent with the terms and conditions of this Agreement, the Company shall exercise complete control and supervision over the Company Entitiesits and its respective Subsidiaries’ respective operations.
Appears in 1 contract
Samples: Agreement and Plan of Merger (J. Alexander's Holdings, Inc.)
No Control of the Company’s Business. Exhibit 2.1 . The Company, on the one hand, and Parent and Merger Sub on the other, acknowledge and agree that that: (ia) nothing contained in this Agreement, including Section 5.01(a) and Section 5.01(b), is intended to Agreement shall give Parent or Merger Sub, directly or indirectly, the right to control or direct the Company’s or its Subsidiaries’ operations of any Company Entity prior to the Effective Time, and (iib) prior to the Effective Time, subject to each of the Company, Parent and Merger Sub shall exercise, consistent with the terms and conditions of this Agreement, the Company shall exercise complete control and supervision over the Company Entitiesits and its respective Subsidiaries’ respective operations.
Appears in 1 contract
Samples: Merger Agreement (Ebix Inc)
No Control of the Company’s Business. Parent acknowledges and Merger Sub acknowledge and agree agrees that (i) nothing in this Agreement, including Section 5.01(a) and Section 5.01(b), is intended to give Parent or Merger Sub, directly or indirectly, the right to control or direct the operations of any Company Entity prior to the Effective Time, and (ii) prior to the Effective Time, subject to the terms and conditions of this Agreement, the Company shall exercise complete control and supervision over the Company Entities’ respective operations.
Appears in 1 contract
