Common use of Stock Exchange Delisting; Deregistration Clause in Contracts

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 19 contracts

Samples: Agreement and Plan of Merger (Gilead Sciences, Inc.), Agreement and Plan of Merger (CymaBay Therapeutics, Inc.), Agreement and Plan of Merger (Computer Task Group Inc)

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Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actionsactions and do, and do or cause to be done done, all things, things reasonably necessary, proper or advisable on its part under pursuant to applicable laws and rules and policies of NASDAQ Law to enable cause (a) the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ Nasdaq as promptly as practicable after the Effective Time; and (b) the deregistration of the Shares under Company Common Stock pursuant to the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 12 contracts

Samples: Agreement and Plan of Merger (Transphorm, Inc.), Agreement and Plan of Merger (Sumo Logic, Inc.), Agreement and Plan of Merger (Sierra Oncology, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Legal Requirements and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Albireo Pharma, Inc.), Agreement and Plan of Merger (F-Star Therapeutics, Inc.), Agreement and Plan of Merger (Antares Pharma, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 5 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (RR Donnelley & Sons Co), Agreement and Plan of Merger (COURIER Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Legal Requirements and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Cti Biopharma Corp), Agreement and Plan of Merger (Cti Biopharma Corp), Agreement and Plan of Merger (IVERIC Bio, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Bsquare Corp /Wa), Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (Mirati Therapeutics, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Rain Oncology Inc.), Agreement and Plan of Merger (Amgen Inc), Agreement and Plan of Merger (Amgen Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Pc Tel Inc), Agreement and Plan of Merger (Pc Tel Inc), Agreement and Plan of Merger (Pc Tel Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Flexion Therapeutics Inc), Agreement and Plan of Merger (Pacira BioSciences, Inc.), Agreement and Plan of Merger (Adamas Pharmaceuticals Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateAcceptance Time, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Merger Closing Date.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Hyperion Therapeutics Inc), Agreement and Plan of Merger (Horizon Pharma PLC), Agreement and Plan of Merger (Hyperion Therapeutics Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Ultragenyx Pharmaceutical Inc.), Agreement and Plan of Merger (Dimension Therapeutics, Inc.), Agreement and Plan of Merger (Pitney Bowes Inc /De/)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall and Parent will cooperate with Parent and use its their respective reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares shares of Company Common Stock from NASDAQ and the deregistration of the Shares under the Exchange Act such shares as promptly as practicable after following the Effective TimeTime in compliance with applicable Law.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Alaska Air Group, Inc.), Agreement and Plan of Merger (Virgin America Inc.), Agreement and Plan of Merger (Alaska Air Group, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateAcceptance Time, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Delisting and the deregistration of the Shares under the Exchange Act Deregistration to occur as promptly soon as practicable after the Effective Acceptance Time, and in any event, at such time as determined by the Company Board as composed after the Acceptance Time in its discretion.

Appears in 3 contracts

Samples: Transaction Agreement (VectivBio Holding AG), Transaction Agreement (Ironwood Pharmaceuticals Inc), Transaction Agreement (Ironwood Pharmaceuticals Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation Company of the Shares Company Common Stock from NASDAQ Nasdaq and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Xcerra Corp), Agreement and Plan of Merger (Cohu Inc), Agreement and Plan of Merger (Xcerra Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Completion Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Company Shares from NASDAQ Nasdaq and the deregistration of the Company Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Completion Date.

Appears in 3 contracts

Samples: Transaction Agreement (Amgen Inc), Transaction Agreement (Horizon Therapeutics Public LTD Co), Transaction Agreement

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ the NYSE to enable the delisting by the Surviving Corporation of the Shares from NASDAQ the NYSE and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Elevate Credit, Inc.), Agreement and Plan of Merger (Elevate Credit, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ NYSE to enable the delisting by the Surviving Corporation Company of the Company Shares from NASDAQ NYSE and the deregistration of the Company Shares under the Exchange Act as promptly as practicable after the Second Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Renovacor, Inc.), Agreement and Plan of Merger (Rocket Pharmaceuticals, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Roche Holding LTD), Agreement and Plan of Merger (Ignyta, Inc.)

Stock Exchange Delisting; Deregistration. Prior To the extent requested by Parent, prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and the deregistration of the Preference Shares under the Exchange Act as promptly as reasonably practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Arch Capital Group Ltd.), Agreement and Plan of Merger (Watford Holdings Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actionsactions and do, and do or cause to be done done, all things, things reasonably necessary, proper or advisable on its part under applicable laws pursuant to Applicable Law and the rules and policies regulations of NASDAQ Nasdaq to enable cause (a) the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq as promptly as practicable after the Effective Time; and (b) the deregistration of the Shares under pursuant to the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Apigee Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the The Company shall will cooperate with Parent and its Affiliates, and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ the Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ the Nasdaq and the deregistration of the Shares under the Exchange Act and any other communications with Nasdaq reasonably requested by Parent and its Affiliates as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Reven Housing REIT, Inc.), Agreement and Plan of Merger (KBS Strategic Opportunity REIT, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Adept Technology Inc), Agreement and Plan of Merger (Omron Corp /Fi)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Globus Medical Inc), Agreement and Plan of Merger (Nuvasive Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall and Parent will cooperate with Parent and use its their respective reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the such Shares under the Exchange Act as promptly as practicable following the Effective Time in compliance with applicable Law, and in any event no more than ten days after the Effective TimeClosing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (St Jude Medical Inc), Agreement and Plan of Merger (Thoratec Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the applicable rules and policies of NASDAQ the NYSE to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ the NYSE and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (TransDigm Group INC), Agreement and Plan of Merger (Esterline Technologies Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable necessary on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (UNITED THERAPEUTICS Corp), Agreement and Plan of Merger (SteadyMed Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time., and in any event no more than ten (10) days after the Closing Date

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ikanos Communications, Inc.), Agreement and Plan of Merger (Ikanos Communications, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and the deregistration of the Common Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Urovant Sciences Ltd.), Agreement and Plan of Merger (Sumitomo Chemical Co., Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ the NYSE to enable the delisting by the Surviving Corporation Company of the Company Common Shares from NASDAQ the NYSE and the deregistration of the Company Common Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Myovant Sciences Ltd.), Agreement and Plan of Merger (Myovant Sciences Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall reasonably cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable cause the delisting by the Surviving Corporation of the Shares Company and of the Company Common Stock from NASDAQ as promptly as practicable after the Effective Time and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Stryker Corp), Agreement and Plan of Merger (Orthovita Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of the NASDAQ Global Select Market (“NASDAQ”) to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Aruba Networks, Inc.), Agreement and Plan of Merger (Hewlett Packard Co)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Applicable Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (CalAmp Corp.), Agreement and Plan of Merger (Lojack Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Datawatch Corp), Agreement and Plan of Merger (Altair Engineering Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall, and, following the Effective Time, Parent shall cooperate with Parent and cause the Surviving Corporation to, use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ Nasdaq to enable cause the delisting by of the Surviving Corporation Company and of the Shares from NASDAQ Nasdaq as promptly as practicable after the Effective Time and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Arotech Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent Investor and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation Company of the Shares Company Common Stock from NASDAQ Nasdaq and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Omnivision Technologies Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Schulman a Inc)

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Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and Nasdaq rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than 10 days after the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intersections Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ as promptly as practicable after (and only after) the Effective Time and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cypress Semiconductor Corp /De/)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from The NASDAQ Global Market and the 63 – AGREEMENT AND PLAN OF MERGER deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Key Technology Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Shares shares of Common Stock from NASDAQ and the deregistration of the Shares shares of Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rent a Center Inc De)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the applicable rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (RPX Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ the New York Stock Exchange to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ the New York Stock Exchange as promptly as practicable after (and only after) the Effective Time and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netshoes (Cayman) Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from the NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Amalgamation Agreement (Sinovac Biotech LTD)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than 10 days after the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Jounce Therapeutics, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Envivio Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time., and in any event no more than ten (10) days after the Closing Date. 6.10

Appears in 1 contract

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

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (AlerisLife Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall will cooperate with Parent and use its reasonable best efforts to shall take, or cause to be taken, all actionsactions and do, and do or cause to be done done, all things, things reasonably necessary, proper or advisable necessary on its part under pursuant to applicable laws and rules and policies of NASDAQ Law to enable cause (a) the delisting by the Surviving Corporation of the Shares from NASDAQ the Nasdaq as promptly as practicable after the Effective Time and (b) the deregistration of the Shares under pursuant to the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (MULTI COLOR Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actionsactions and do, and do or cause to be done done, all things, things reasonably necessary, proper or advisable on its part under pursuant to applicable laws Law and the rules and policies regulations of NASDAQ Nasdaq to enable cause (a) the delisting by the Surviving Corporation of the Company Shares from NASDAQ Nasdaq as promptly as practicable after the Effective Time; and (b) the deregistration of the Company Shares under pursuant to the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Diversey Holdings, Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and the deregistration of the Common Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Multi Fineline Electronix Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and Nasdaq, the deregistration of the Common Shares under the Exchange Act and the suspension of the Company’s reporting obligations as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Arco Platform Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ the New York Stock Exchange to enable the delisting by the Surviving Corporation of the Shares from NASDAQ the New York Stock Exchange as promptly as practicable after (and only after) the Effective Time and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (ClubCorp Holdings, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, things reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oyster Point Pharma, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part to (a) under applicable laws Laws, enable the deregistration of the shares of Company Stock under the Exchange Act and (b) under the rules and policies of NASDAQ to the ASX, enable the delisting by the Surviving Corporation of from the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act ASX, in each case, as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Limeade, Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ on the Closing Date and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Timethereafter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Imago BioSciences, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent Holdco and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and the deregistration of the Common Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sciclone Pharmaceuticals Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.advisable

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ambit Biosciences Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actionsactions and do, and do or cause to be done done, all things, things reasonably necessary, proper or advisable on its part under pursuant to applicable laws law and the rules and policies regulations of NASDAQ to enable cause (a) the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.Company

Appears in 1 contract

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

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