Recommendation of Board of Directors; Vote Required Sample Clauses

Recommendation of Board of Directors; Vote Required. The Board of Directors of RCPI has unanimously approved this Agreement, the Merger and the other transactions contemplated hereby and, subject to Section 6.1(g) hereof, has determined to recommend to its stockholders (the "Recommendation") that its stockholders vote in favor of the adoption and approval of this Agreement. The provisions of clause (a)(ii) of paragraph A of Article EIGHTH of the Restated Certificate of Incorporation of RCPI have been satisfied. Assuming that the holders of at least 62.5% of the Warrants and SARs approve this Agreement pursuant to the sixth paragraph of the December 1994 Letter, the affirmative vote of a majority of the votes that the holders of the outstanding shares of Common Stock are entitled to cast with respect to the adoption and approval of this Agreement is the only vote of the holders of any class or series of the capital stock of RCPI necessary to approve the Merger and the other transactions contemplated hereby.
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Recommendation of Board of Directors; Vote Required. The Board of Directors of the Company has approved this Agreement (there being no votes against such approval), the Merger and the other transactions contemplated hereby and, subject to Section 7.01(g) hereof, has determined to recommend to its stockholders (the "Recommendation") that its stockholders vote in favor of the adoption and approval of this Agreement. The affirmative vote of a majority of the votes that the holders of the outstanding shares of Company Common Stock are entitled to cast with respect to the adoption and approval of this Agreement is the only vote of the holders of any class or series of the capital stock of the Company necessary to approve the Merger and the other transactions contemplated hereby. Section 2.13.
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Recommendation of Board of Directors; Vote Required. The Board of Directors of the Company has unanimously approved this Agreement and the other Transaction Documents to which the Company is party and the consummation of the Merger and the other Transactions and has recommended that the stockholders of the Company vote in favor of the adoption and approval of this Agreement and consummation of the Merger (the "Recommendation"). The Required Stockholder Approval is the only vote of the holders of any Equity Securities of the Company necessary to approve the Merger and the other Transactions.
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Recommendation of Board of Directors; Vote Required. The Company Board has unanimously approved this Agreement and the Transactions and such approval constitutes approval of the Transactions by the Company Board under the provisions of Section 203 of the DGCL and constitutes all the action necessary to ensure that such Section 203 does not apply to the Transactions. To the knowledge of the Company, no other state takeover statute is applicable to the Merger. The Company Board has determined to recommend to the Company's stockholders (the "Recommendation") that they vote in favor of the adoption of this Agreement. The affirmative vote of a majority of the votes that the holders of the then-outstanding shares of Company Common Stock are entitled to cast with respect to the adoption of this Agreement is the only vote of the holders of any class or series of the capital stock of the Company necessary to adopt this Agreement.
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Recommendation of Board of Directors; Vote Required. (the "Company Stockholder Approval") in favor of the adoption of this Agreement is the only vote of the holders of any class or series of capital stock of the Company necessary to approve and adopt this Agreement, the Merger and the other transactions contemplated by this Agreement.
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Recommendation of Board of Directors; Vote Required. To the Knowledge of the Company, is there no state takeover statute applicable to the Merger. The Board of Directors of the Company (the "COMPANY BOARD") has determined to recommend to the Company's stockholders (the "RECOMMENDATION") that they vote to approve this Agreement and the Merger. The affirmative vote of a two-thirds of the votes that the holders of the then-outstanding Shares are entitled to cast with respect to the approval of this Agreement and the Merger is the only vote of the holders of any class or series of the capital stock of the Company necessary to approve this Agreement and the Merger.
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Related to Recommendation of Board of Directors; Vote Required

  • Board of Director Approval This Agreement shall have been approved by the Board of Directors of Acquirer.

  • Board of Directors Approval The Board of Directors of the Buyer --------------------------- shall have approved, ratified and affirmed the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby.

  • Parent Board of Directors The Board of Directors of Parent will take all actions necessary such that two members of Company's Board of Directors reasonably acceptable to Parent, at least one of whom is an independent director of the Company's Board of Directors, shall be appointed to Parent's Board of Directors as of the Effective Time with a term expiring at the next annual meeting of Parent's stockholders.

  • Board of Directors Meetings The Company shall use its best efforts to ensure that meetings of its Board of Directors are held at least four times each year and at least once each quarter.

  • Decision of Board ‌ The decision of the majority shall be the decision of the Board. Where there is no majority decision, the decision of the Chair shall be the decision of the Board. The decision of the Arbitration Board shall be final, binding, and enforceable on the parties. The Board shall have the power to dispose of a discharge or discipline grievance by any arrangement which it deems just and equitable. However, the Board shall not have the power to change this agreement or to alter, modify, or amend any of its provisions.