Common use of Antitakeover Statutes Clause in Contracts

Antitakeover Statutes. The Company has taken all action necessary to exempt the Merger, this Agreement and the other transactions contemplated hereby from the restrictions on business combinations set forth in Section 203 of DGCL. Neither the restrictions on business combinations set forth in such Section nor any other Takeover Statute applies or purports to apply to the Merger or any other transactions contemplated by this Agreement. No other Takeover Statute applies to this Agreement or any of the transactions contemplated hereby.

Appears in 2 contracts

Sources: Merger Agreement (Matria Healthcare Inc), Merger Agreement (Inverness Medical Innovations Inc)

Antitakeover Statutes. The Assuming the representation in Section 4.8 is true, the Company has taken all action necessary to exempt the Merger, this Agreement and the other transactions contemplated hereby from the restrictions on business combinations set forth in Section 203 of the DGCL. Neither the restrictions on business combinations set forth in such Section nor any other Takeover Statute anti-takeover or similar law applies or purports to apply to the Merger or any other transactions contemplated by this Agreementof those transactions. No other Takeover Statute applies “control share acquisition,” “fair price,” “moratorium” or other anti-takeover laws apply to this Agreement or any of the transactions contemplated hereby. The Company has no rights plan, “poison-pill” or other similar agreement or arrangement.

Appears in 2 contracts

Sources: Merger Agreement (Lone Star Technologies Inc), Merger Agreement (United States Steel Corp)

Antitakeover Statutes. The Company has taken all action necessary to exempt the Merger, this Agreement Agreement, the Voting Agreement, and the other transactions contemplated hereby Transactions from the restrictions on business combinations set forth in Section 203 of the DGCL. Neither the restrictions on business combinations set forth in such Section nor any other Takeover Statute anti-takeover or similar Law applies or purports to apply to the Merger or any other transactions contemplated by this AgreementTransactions. No other Takeover Statute applies “control share acquisition,” “fair price,” “moratorium” or other anti-takeover Laws apply to this Agreement or any of the transactions contemplated herebyTransactions.

Appears in 2 contracts

Sources: Merger Agreement (Gca I Acquisition Corp), Merger Agreement (Gca I Acquisition Corp)

Antitakeover Statutes. The Company has taken all action necessary to exempt the Merger, this Agreement Agreement, Company Lock-Up and Voting Agreements and the other transactions contemplated hereby and thereby from the restrictions on business combinations set forth in Section 203 of the DGCL. Neither the restrictions on business combinations set forth in such Section nor any other Takeover Statute anti-takeover or similar Law applies or purports to apply to the Merger or any other transactions contemplated by this Agreementof those transactions. No other Takeover Statute applies "control share acquisition," "fair price," "moratorium" or other anti-takeover Laws apply to this Agreement or any of the transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Jag Media Holdings Inc)

Antitakeover Statutes. The Company has taken all action believed to be necessary to exempt the MergerExchange Agreement, this Agreement and the other transactions contemplated hereby Transactions from the restrictions on business combinations set forth in Section 203 of the DGCL. Neither the restrictions on business combinations set forth in such Section nor any other Takeover Statute anti-takeover or similar Law applies or purports to apply to the Merger or any other transactions contemplated by this AgreementTransactions. No other Takeover Statute applies “control share acquisition,” “fair price,” “moratorium” or other anti-takeover Laws apply to this Agreement or any of the transactions contemplated herebyTransactions.

Appears in 1 contract

Sources: Share Exchange Agreement (Alas Aviation Corp.)

Antitakeover Statutes. The Company has taken all action necessary to exempt this Agreement, the Merger, this Agreement Merger and the other transactions contemplated hereby from the restrictions on business combinations set forth in Section 203 of DGCL. Neither the restrictions on business combinations set forth in such Section nor any other Takeover Statute applies or purports to apply to the Merger DGCL (or any other transactions contemplated by this Agreementprovision in the Certificate of Incorporation or Bylaws having a similar effect). No other Takeover Statute “fair price,” “merger moratorium,” “control share acquisition” or other anti-takeover statute or similar statute or regulation applies to this Agreement or any of and the transactions contemplated herebyhereby (including the Merger).

Appears in 1 contract

Sources: Merger Agreement (GMS Inc.)

Antitakeover Statutes. The Company has taken all action necessary to exempt the Merger, this Agreement and the other transactions contemplated hereby from the restrictions on business combinations set forth in Section 203 of DGCL. Neither , and, accordingly, neither such provision of the restrictions on business combinations set forth in such Section DGCL nor any other Takeover Statute antitakeover or similar statute or regulation applies or purports to apply to the Merger or any other transactions contemplated by this Agreementsuch transactions. No other Takeover Statute applies “control share acquisition,” “fair price,” “moratorium” or other antitakeover laws enacted under U.S. state or federal laws apply to this Agreement or any of the transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (CAREFUSION Corp)

Antitakeover Statutes. The Company has taken all action necessary to exempt the Merger, this Agreement Agreement, the Amended & Restated Voting Agreement, and the other transactions contemplated hereby Transactions from the restrictions on business combinations set forth in Section 203 of the DGCL. Neither the restrictions on business combinations set forth in such Section nor any other Takeover Statute anti-takeover or similar Law applies or purports to apply to the Merger or any other transactions contemplated by this AgreementTransactions. No other Takeover Statute applies “control share acquisition,” “fair price,” “moratorium” or other anti-takeover Laws apply to this Agreement or any of the transactions contemplated herebyTransactions.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Gca I Acquisition Corp)

Antitakeover Statutes. The Company has taken all action necessary to exempt the Merger, this Agreement Agreement, the Voting and Lock-Up Agreement, and the other transactions contemplated hereby Transactions from the restrictions on business combinations set forth in Section 203 of the DGCL. Neither the restrictions on business combinations set forth in such Section nor any other Takeover Statute anti-takeover or similar Law applies or purports to apply to the Merger or any other transactions contemplated by this AgreementTransactions. No other Takeover Statute applies “control share acquisition,” “fair price,” “moratorium” or other anti-takeover Laws apply to this Agreement or any of the transactions contemplated herebyTransactions.

Appears in 1 contract

Sources: Merger Agreement (Gca Ii Acquisition Corp)