Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 29 contracts
Samples: Agreement and Plan of Merger (Echo Global Logistics, Inc.), Agreement and Plan of Merger (Ladenburg Thalmann Financial Services Inc.), Agreement and Plan of Merger (Cheniere Energy Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 22 contracts
Samples: Agreement and Plan of Merger (Agiliti, Inc. \De), Agreement and Plan of Merger (Advaxis, Inc.), Agreement and Plan of Merger (Advaxis, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board Board of directors Directors of either Parent or the Company if:
Appears in 20 contracts
Samples: Agreement and Plan of Merger (Pansoft CO LTD), Agreement and Plan of Merger (E-House (China) Holdings LTD), Agreement and Plan of Merger (China Real Estate Information Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be Transactions abandoned at any time prior to before the Effective Acceptance Time by action of the board of directors of either Parent or the Company ifupon written notice to the other party:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Sagrera Ricardo A.), Agreement and Plan of Merger (RiverRoad Capital Partners, LLC), Agreement and Plan of Merger (Lewis & Clark Ventures I, LP)
Termination by Either Parent or the Company. This Agreement may be terminated terminated, and the Offer and the Merger may be abandoned abandoned, at any time prior to the Effective Time Acceptance Time, by action of the board of directors of either Parent or the Company if:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Sigilon Therapeutics, Inc.), Agreement and Plan of Merger (Provention Bio, Inc.), Agreement and Plan of Merger (Radius Health, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the approval by stockholders of the Company referred to in Section 8.1(a), by action of the board of directors of either Parent or the Company and by written notice if:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Computer Associates International Inc), Agreement and Plan of Merger (Symbol Technologies Inc), Agreement and Plan of Merger (Niku Corp)
Termination by Either Parent or the Company. This Agreement may be terminated terminated, and the Merger may be abandoned abandoned, at any time prior to the Effective Time Time, by action of the board of directors of either Parent or the Company if:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Starrett L S Co), Agreement and Plan of Merger (Starrett L S Co), Agreement and Plan of Merger (ImmunoGen, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the First Effective Time by action of the board Board of directors Directors of either Parent or the Company if:
Appears in 5 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Twenty-First Century Fox, Inc.), Agreement and Plan of Merger (Walt Disney Co/)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Blount International Inc), Agreement and Plan of Merger (Jones Group Inc), Agreement and Plan of Merger (Wolverine World Wide Inc /De/)
Termination by Either Parent or the Company. This Agreement may be terminated by written notice and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 4 contracts
Samples: Voting Agreement (Straight Path Communications Inc.), Agreement and Plan of Merger (Straight Path Communications Inc.), Agreement and Plan of Merger (Leap Wireless International Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board Board of directors Directors of either Parent or the Company ifCompany:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Usf Corp), Agreement and Plan of Merger (Yellow Roadway Corp), Agreement and Plan of Merger (Yellow Roadway Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Offer and the Merger may be abandoned at any time prior to the Effective Acceptance Time by action of the board of directors of either Parent or the Company if:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Fortress Biotech, Inc.), Agreement and Plan of Merger (National Holdings Corp), Agreement and Plan of Merger (XPO Logistics, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after either of the Requisite Company Vote and the Requisite Parent Vote, by action of the board of directors of either Parent or the Company if:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Andeavor), Agreement and Plan of Merger (Marathon Petroleum Corp), Agreement and Plan of Merger (Tesoro Corp /New/)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the Delta Effective Time by action of the board Board of directors Directors of either Parent or the Company if:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Fox Corp), Amended and Restated Agreement and Plan of Merger (New Fox, Inc.), Agreement and Plan of Merger (Walt Disney Co/)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company or Parent if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (CSC Holdings LLC), Agreement and Plan of Merger (Providence Equity Partners VI L P), Agreement and Plan of Merger (Sra International Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company Board or Parent, if:
Appears in 3 contracts
Samples: Paying Agent Agreement (Majesco), Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (Verifone Systems, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors written notice of either Parent (on behalf of the Buyer Parties) or the Company Company, if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Campbell Soup Co), Agreement and Plan of Merger (Snyder's-Lance, Inc.), Agreement and Plan of Merger (Quality Distribution Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned by written notice at any time prior to the Effective Time by Parent, by action of the its board of directors of either Parent directors, or the Company Company, at the direction of the Independent Committee, if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (ShangPharma Corp), Agreement and Plan of Merger (Ninetowns Internet Technology Group Co LTD), Agreement and Plan of Merger (Wang Shuang)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action Time, whether before or after approval of the board of directors Merger by the Required Company Vote, by written notice of either Parent or the Company if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Juno Lighting Inc), Agreement and Plan of Merger (Fremont Partners Lp), Agreement and Plan of Merger (Square D Co)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of either the board of directors of either Parent Company Board or the Parent Board (in the case of the Company Board, acting upon the recommendation of the Special Committee) if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (China Nepstar Chain Drugstore Ltd.), Agreement and Plan of Merger (Ren Jinsheng), Agreement and Plan of Merger (Simcere Pharmaceutical Group)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be Transactions abandoned at any time prior to before the Effective Offer Acceptance Time by action of the board of directors of either Parent or the Company ifCompany:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Qumu Corp), Agreement and Plan of Merger (Dover Motorsports Inc), Agreement and Plan of Merger (Papa Murphy's Holdings, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Netmanage Inc), Agreement and Plan of Merger (D&e Communications Inc), Agreement and Plan of Merger (Micro Focus (US), Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated (upon notice from the terminating party to the other parties) and the Merger may be abandoned at any time prior to the Effective Time by action of the board Board of directors Directors of either Parent or the Company if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Bison Acquisition Corp), Agreement and Plan of Merger (United Pan Europe Communications Nv), Agreement and Plan of Merger (Entertainment Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned by Parent or the Company at any time prior to the Effective Time Time, notwithstanding the adoption of this Agreement by action the stockholders of the board of directors of either Parent Company or Merger Sub, by written notice to the Company ifother party:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Wyndham Hotels & Resorts, Inc.), Agreement and Plan of Merger (La Quinta Holdings Inc.), Agreement and Plan of Merger (Wyndham Worldwide Corp)
Termination by Either Parent or the Company. This Agreement may be terminated terminated, and the Offer and the Merger may be abandoned abandoned, by Parent or the Company at any time prior to the Effective Time Time, notwithstanding any requisite approval and adoption of this Agreement and the Transactions by action the stockholders of the board of directors of either Parent or the Company Company, if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Molex Inc), Agreement and Plan of Merger (Molex Inc), Agreement and Plan of Merger (Woodhead Industries Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the Requisite Company Vote or the Requisite Parent Vote has been obtained, by action of the board of directors of either Parent or the Company if:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cleveland-Cliffs Inc.), Agreement and Plan of Merger (Cleveland-Cliffs Inc.), Agreement and Plan of Merger (Ak Steel Holding Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors written notice of either Parent the Company or the Company Parent to the other if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lifesci Acquisition II Corp.), Agreement and Plan of Merger (NewHold Investment Corp.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company Company, by written notice to the other party, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Biomet Inc), Agreement and Plan of Merger (Interpore International Inc /De/)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company ifCompany:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Midwest Holding Inc.), Agreement and Plan of Merger (Terraform Global, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after adoption of this Agreement by the stockholders of the Company or Merger Sub, by action of the board Board of directors Directors of either Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Firearms Training Systems Inc), Agreement and Plan of Merger (Meggitt USA Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:be
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Dte Energy Co), Agreement and Plan of Merger (MCN Energy Group Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the First Merger Effective Time by action of the board of directors written notice of either Parent or the Company Company, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Apollo Residential Mortgage, Inc.), Agreement and Plan of Merger (Apollo Commercial Real Estate Finance, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:if any Order permanently restraining, enjoining or otherwise prohibiting the Merger shall be entered (whether before or after the approval by the stockholders of the Company) and such Order is or shall have become nonappealable. 8.3.
Appears in 2 contracts
Samples: 1 Agreement and Plan of Merger (Intel Corp), Annex B Agreement and Plan of Merger (Chips & Technologies Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned by Parent or the Company at any time prior to the Effective Time Time, by action of written notice to the board of directors of either Parent or the Company ifother party:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Symmetry Surgical Inc.), Agreement and Plan of Merger (Symmetry Medical Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of either the board of directors of either Parent Company Board or the Company Parent Board, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Leonardo DRS, Inc.), Agreement and Plan of Merger (Rada Electronic Industries LTD)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after receipt of the Company Stockholder Approval, by action of the board respective boards of directors of either Parent or the Company (or, in the case of paragraph (c) below, by them jointly) if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tempur Pedic International Inc), Agreement and Plan of Merger (Sealy Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by the Company by action of the board Company Board (acting with the approval of directors the Independent Director) or Parent by action of either the Parent Board (acting upon the recommendation of the Special Committee) or the Company Special Committee if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (NantKwest, Inc.), Agreement and Plan of Merger (Cambridge Equities, LP)
Termination by Either Parent or the Company. This Agreement may be terminated by the Company or Parent and the Merger and the other Transactions may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Priceline Com Inc), Agreement and Plan of Merger (KAYAK Software Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the approval by stockholders of the Company referred to in Section 8.1(a), by Parent by action of its Chief Executive Officer or Chief Financial Officer or action of the board of directors of either Parent or the Company and by written notice if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Netopia Inc), Agreement and Plan of Merger (Netopia Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action Time, whether before or after either of the board of directors of Requisite Company Vote, by either Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Conagra Brands Inc.), Agreement and Plan of Merger (Pinnacle Foods Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the Effective Time by the Company by action of the board Company Board (acting upon the recommendation of directors of either Parent the Special Committee) or the Company Special Committee or Parent by action of the Parent Board if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (BridgeBio Pharma, Inc.), Agreement and Plan of Merger (BridgeBio Pharma, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Share Exchange may be abandoned at any time prior to the Effective Time by action of the board Board of directors Directors of either Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Share (Franklin Resources Inc), Agreement and Plan of Share (Franklin Resources Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the Written Consent Effective Time, by action of the board of directors of either Parent (with any termination by Parent also being an effective termination by Merger Sub) or the Company upon written notice to the other if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (KBS Strategic Opportunity REIT, Inc.), Agreement and Plan of Merger (Reven Housing REIT, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the Duke Effective Time by action of either the board Company Board (upon the recommendation of directors of either Parent the Company Special Committee) or the Company Parent Board, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Golden Nugget Online Gaming, Inc.), Agreement and Plan of Merger (DraftKings Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the stockholder or shareholder approvals referred to in Section 7.01(a), by action of the board of directors of either Parent or the Company ifCompany, in the event:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Community Bancorp /Ca/), Agreement and Plan of Merger (Community Bancorp Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board Board of directors Directors of either Parent or the Company if:if any Order permanently restraining, enjoining or otherwise prohibiting consummation of the Merger shall become final and non-appealable after the parties have used their respective best efforts to have such Order removed, repealed or overturned (whether before or after the approval by the stockholders of the Company).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ceridian Corp), Agreement and Plan of Merger (Abr Information Services Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Offer and the Merger may be abandoned by Parent or the Company at any time prior to the Effective Time by action of the board of directors of either Parent or the Company ifTime:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sanofi-Aventis), Agreement and Plan of Merger (Genzyme Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the Merger 1 Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Greenlane Holdings, Inc.), Agreement and Plan of Merger (KushCo Holdings, Inc.)
Termination by Either Parent or the Company. This Agreement agreement may be terminated and the Merger may be Transactions abandoned at any time prior to before the Effective Offer Acceptance Time by action of the board of directors of either Parent or the Company ifCompany:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Carbon Black, Inc.), Agreement and Plan of Merger (Vmware, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company ifabandoned:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vitaminshoppe Com Inc), Agreement and Plan of Merger (Vitamin Shoppe Industries)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the time the Requisite Company Vote is obtained, by action of either the board of directors of either Parent Board or the Company Board if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Sigma Aldrich Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of either the board of directors of either Parent Board or the Company Board, with approval of the Special Committee, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Enbridge Inc), Agreement and Plan of Merger (Enbridge Energy Management L L C)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger and other Transactions may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CONMED Corp), Agreement and Plan of Merger (CONMED Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the approval by shareholders of the Company referred to in Section 7.01(a), by action of the board of directors of either Parent or the Company ifCompany, in the event:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Metrocorp Inc), Shareholder Agreement (Centennial Bank Holdings, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Offer and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Einstein Noah Restaurant Group Inc), Agreement and Plan of Merger (Caribou Coffee Company, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of either the board of directors of either Parent or the Company Board if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tropicana Las Vegas Hotel & Casino, Inc.), Agreement and Plan of Merger (Penn National Gaming Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of either the Parent board of directors of either Parent or the Company Board if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Dyncorp International Inc.), Agreement and Plan of Merger (Ims Health Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by written notice to the other party approved by action of the board of directors or comparable governing body of either Parent or the Company Company, specifying the provision(s) of Section 7.2 pursuant to which the Agreement is being terminated, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Elevate Credit, Inc.), Agreement and Plan of Merger (Elevate Credit, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated by either Parent or the Company and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company ifTime:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Altria Group, Inc.), Agreement and Plan of Merger (Ust Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the Shareholder Vote shall have been obtained, by action of the board of directors of either taken or authorized by Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Electro Rent Corp), Agreement and Plan of Merger (Electro Rent Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors written notice of either Parent or the Company or Parent to the other if:
Appears in 2 contracts
Samples: Registration Rights Agreement (Monterey Capital Acquisition Corp), Registration Rights Agreement (Locust Walk Acquisition Corp.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the shareholder approval referred to in Section 7.01(a), by action of the board of directors of either Parent or the Company ifCompany, in the event:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bank of Marin Bancorp), Agreement and Plan of Merger (Bank of Marin Bancorp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the adoption of this Agreement by the Company Requisite Vote, by action of either the board of directors of either the Parent or the Company Board, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Primoris Services Corp), Agreement and Plan of Merger (Willbros Group, Inc.\NEW\)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned by written notice at any time prior to the Effective Time by action of the board of directors of either Parent or the Company Company, if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (RDA Microelectronics, Inc.), Agreement and Plan of Merger (Spreadtrum Communications Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Offer and the Merger may be abandoned at any time prior to the Effective Acceptance Time by action of the board of directors of either Parent or the Company if:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Jacobs Engineering Group Inc /De/), Agreement and Plan of Merger (Keyw Holding Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company Board if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (International Rectifier Corp /De/)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after receipt of Stockholder Approval, by action of the board Company Board or Parent Board (in the case of directors of either Parent or the Company Board, acting upon the recommendation of the Special Committee) if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Trunkbow International Holdings LTD)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of taken or authorized by the board of directors of either Parent or the Company if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mateon Therapeutics Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and by either Parent or the Merger may be abandoned Company at any time prior to the Partnership Merger Effective Time by action of the board of directors of either Parent or the Company ifTime:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Meristar Hospitality Operating Partnership Lp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Offer and Merger may be abandoned at any time prior to the Effective 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 (A.C. Moore Arts & Crafts, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated terminated, and the Merger transactions contemplated by this Agreement may be abandoned at any time prior to the Effective Time abandoned, 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 1 contract
Samples: Agreement and Plan of Merger (Vidler Water Resources, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company by written notice if:
Appears in 1 contract
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the Initial Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 1 contract
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Medalist Industries Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Closing, whether before or after (except as otherwise provided below) the Requisite Company Vote shall have been obtained, by action of the board of directors of either taken or authorized by Parent or the Company by action of its Board of Directors if:
Appears in 1 contract
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors written notice of either Parent (on behalf of the Buyer Parties) or the Company if:
Appears in 1 contract
Termination by Either Parent or the Company. (a) This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Time, whether before or after the approval by shareholders of the Company and Merger Subsidiary referred to in Section 7.01(a), by action of the board of directors of either Parent or the Company ifin the event:
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Community Bancorp /Ca/)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board Board of directors Directors of either Parent Investor, on the one hand, or the Company Company, on the other hand, if:
Appears in 1 contract
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of either the board Company (acting upon the direction of directors of either Parent the Special Committee) or the Company Parent Board if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (eFuture Holding Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned by Parent or the Company at any time prior to the Effective Time by action of the board of directors of either Parent or the Company ifTime:
Appears in 1 contract
Termination by Either Parent or the Company. This Agreement may be terminated and the Offer and the Merger may be abandoned by Parent or the Company at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cubist Pharmaceuticals Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board Board of directors Directors of either Parent or the Company if:if (a) the Merger has not been consummated by the first anniversary of the date of this Agreement (the “Termination Date”); provided that if Parent or the Company determines that additional time is necessary to obtain any of the Material Company Regulatory Consents , the Material Parent Regulatory Consents, the Required Regulatory Approvals (as defined in the Asset Sale Agreement) or the Required Regulatory
Appears in 1 contract
Samples: Agreement and Plan of Merger (Great Plains Energy Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger and other Transactions may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
Appears in 1 contract
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of either the Company Board or the board of directors of either Parent or the Company if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Blackhawk Network Holdings, Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:if any Order permanently restraining, enjoining or otherwise prohibiting the Merger shall be entered (whether before or after the approval by the stockholders of the Company) and such Order is or shall have become nonappealable.
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Samples: Agreement and Plan of Merger (Chips & Technologies Inc)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time Closing by action of Parent, the board of directors of either Parent Company or the Company Designated Stockholders if:
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Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:if the Merger shall not have been consummated by April 30, 2007, whether such date is before or after the date of approval by the shareholders of the Company referred to in Section 7.1(a) (the "Termination Date").
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Termination by Either Parent or the Company. This Agreement may be terminated and the Offer and the Merger may be abandoned at any time prior to the Effective Time Acceptance Date by action of the board of directors of either Parent or the Company if:
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Termination by Either Parent or the Company. (a) This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company ifabandoned:
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Samples: Agreement and Plan of Merger (United Asset Management Corp)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Acceptance Time by action of the board of directors of either Parent or the Company if:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Satsuma Pharmaceuticals, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned by Parent or the Company (acting through the Company Board) at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:
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Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by the Company upon action of the Company Board or Parent upon action of the Parent’s board of directors of either Parent or the Company if:
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Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by action of the board of directors of either Parent or the Company if:if the Merger shall not have been consummated by April 30, 2007, whether such date is before or after the date of approval by the shareholders of the Company referred to in Section 7.1(a) (the “Termination Date”).
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Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the Company Merger Effective Time either by action of the board of directors of either Parent or the Company by written notice to the other Party if:
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Termination by Either Parent or the Company. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the DPA Merger Effective Time by action of the board of directors written notice of either Parent (on behalf of the Buyer Parties) or the Company (on behalf of the Company Parties) if:
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Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by either Parent or action of the board of directors of either Parent or the Company Board if:
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Termination by Either Parent or the Company. This Agreement may be terminated terminated, and the Merger may be abandoned abandoned, at any time prior to the Effective Time whether before or after the Company Stockholder Approval is obtained, by action of the board of directors of either Parent or the Company if:
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Samples: Agreement and Plan of Merger (Habit Restaurants, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated terminated, and the Merger Mergers may be abandoned abandoned, at any time prior to before the Partnership Merger Effective Time by action of the board of directors of either Parent or the Company, upon prior written notice to the other Party, whether before or after the Requisite Company if:Vote has been obtained except as otherwise expressly noted (with any termination by Parent also being an effective termination by Merger Sub):
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Samples: Agreement and Plan of Merger (NorthStar Realty Europe Corp.)
Termination by Either Parent or the Company. This Agreement may be terminated and the Merger may be Transactions abandoned by either Parent or the Company at any time prior to the Effective Time by action of upon written notice to the board of directors of either Parent or the Company ifother party:
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Samples: Agreement and Plan of Merger (Gelesis Holdings, Inc.)
Termination by Either Parent or the Company. This Agreement may be terminated and by either Parent or the Merger may be abandoned Company at any time prior to the Company Merger Effective Time by action of the board of directors of either Parent or the Company ifTime:
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