Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.29, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement or the Transactions.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Earthstone Energy Inc), Agreement and Plan of Merger (Earthstone Energy Inc), Agreement and Plan of Merger (Permian Resources Corp)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.25, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law (including Section 203 of the DGCL) or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement, the Transaction Support Agreement or the Transactions.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (HighPoint Resources Corp), Agreement and Plan of Merger (Bonanza Creek Energy, Inc.), Registration Rights Agreement (Bonanza Creek Energy, Inc.)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.27, the approval of the Company Board of this Agreement Agreement, including the related Plan of Merger, and the Transactions represents all the action necessary to render inapplicable to this Agreement Agreement, including the related Plan of Merger, and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement or the Transactions.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Baytex Energy Corp.), Agreement and Plan of Merger (Ranger Oil Corp), Agreement and Plan of Merger (Ranger Oil Corp)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.11, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement Stock or the Transactions.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Conocophillips), Agreement and Plan of Merger (Marathon Oil Corp), Agreement and Plan of Merger (Marathon Oil Corp)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.24, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement Agreement, the Designated Stockholder Voting Agreements or the Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Parsley Energy, Inc.), Agreement and Plan of Merger (Jagged Peak Energy Inc.)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.25, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law (including Section 203 of the DGCL) or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement or the Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Extraction Oil & Gas, Inc.), Agreement and Plan of Merger (Bonanza Creek Energy, Inc.)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.24, the approval of the Company Board of this Agreement and the Transactions represents has taken all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement Stock or the Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Eclipse Resources Corp), Agreement and Plan of Merger (Eclipse Resources Corp)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.16, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement Stock or the Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Conocophillips), Agreement and Plan of Merger (Concho Resources Inc)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.29, the The approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement or the Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Ritchie Bros Auctioneers Inc), Agreement and Plan of Merger and Reorganization (IAA, Inc.)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.21, subject to the Company Stockholder Approval, the approval of the Company Board of this Agreement and the Transactions Merger represents all the action necessary to conform to or render inapplicable to this Agreement and the Transactions the restrictions of Merger any Takeover Law (including Title 2, Chapter 21, Subchapter M of the TBOC) or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement Agreement, the Designated Stockholder Voting Agreements or the Transactions.
Appears in 1 contract
Takeover Laws. Assuming the accuracy of the representations and warranties set forth contained in Section 5.295.25, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement or the Transactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Southwestern Energy Co)
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.24, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement Stock or the Transactions.
Appears in 1 contract
Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.295.13, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock, this Agreement or the Transactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Diamondback Energy, Inc.)
