Common use of Restructuring Efforts Clause in Contracts

Restructuring Efforts. If Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (provided, however, that no party shall have any obligation to agree to (i) alter or change any material term of this Agreement, including the amount or kind of the Merger Consideration, in a manner adverse to such party or its shareholders or (ii) adversely affect the Tax treatment of the Merger with respect to Company’s stockholders) and/or (in the case of Company) resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.13) to its stockholders for approval or adoption.

Appears in 4 contracts

Sources: Merger Agreement (Canadian Imperial Bank of Commerce /Can/), Merger Agreement (Privatebancorp, Inc), Merger Agreement (Royal Bank of Canada)

Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction transactions provided for herein (provided, however, that no party shall have any obligation to agree to (i) alter or change any material term of this Agreement, including the amount or kind of the Merger Consideration, in a manner adverse to such party or its shareholders or (ii) adversely affect the Tax treatment of the Merger with respect to the Company’s stockholdersshareholders) and/or (in the case of Company) resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.13) to its stockholders shareholders for approval or adoption.

Appears in 2 contracts

Sources: Merger Agreement (Chubb Corp), Merger Agreement

Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, unless this Agreement has been validly terminated in accordance with Section 8.1, each of the parties Parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction transactions provided for herein (provided, however, it being understood that no party Party shall have any obligation to agree to (i) alter or change any material term of this Agreementterms, including the amount or kind of the Merger Consideration, in a manner adverse to such party or its shareholders or (ii) stockholders as applicable or to agree to any change that would adversely affect the Tax treatment of the Merger with respect to Company’s stockholderssuch Party or its shareholders or stockholders as applicable) and/or (in the case of Company) resubmit this Agreement or and the transactions contemplated hereby (or as restructured pursuant to this Section 6.136.15) to its stockholders the Company’s shareholders for approval or adoptionadoption and approval.

Appears in 1 contract

Sources: Merger Agreement (Commerce Bancshares Inc /Mo/)