Common use of Takeover Statutes Clause in Contracts

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreement.

Appears in 5 contracts

Sources: Merger Agreement (STG Group, Inc.), Merger Agreement (Veeco Instruments Inc), Merger Agreement (Veeco Instruments Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 5 contracts

Sources: Merger Agreement (CONMED Corp), Merger Agreement (CONMED Corp), Merger Agreement (Conmed Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Sources: Merger Agreement (Sciquest Inc), Merger Agreement (Rf Monolithics Inc /De/), Merger Agreement (Commscope Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement other than arising out of or resulting from a breach by Parent or Merger Sub of Section 6.15(b), the board of directors of Company and the Company shall use commercially reasonable efforts Board shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Sources: Merger Agreement (Irobot Corp), Merger Agreement, Merger Agreement (Amazon Com Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions transaction contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Sources: Merger Agreement (TerraForm Power, Inc.), Merger Agreement (Shire PLC), Merger Agreement (Dyax Corp)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute takeover statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 4 contracts

Sources: Merger Agreement (Verticalnet Inc), Merger Agreement (Appliedtheory Corp), Merger Agreement (Appliedtheory Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Company and the members of directors its Board of the Company shall use commercially reasonable efforts to Directors will grant such approvals and will take such other actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and will otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 4 contracts

Sources: Merger Agreement (Citadel Broadcasting Co), Merger Agreement (Citadel Broadcasting Corp), Merger Agreement (Terex Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementMerger, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Sources: Agreement and Plan of Merger (Exelon Corp), Agreement and Plan of Merger (Potomac Electric Power Co), Merger Agreement (Potomac Electric Power Co)

Takeover Statutes. If The Company and its board of directors shall, if any Takeover Statute is takeover statute or similar statute or regulation of any state becomes or may become applicable to this Agreement, the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so to ensure that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate minimize the effects effect of any Takeover Statute such statute or regulation on this Agreement, the Merger and any of the other transactions contemplated by this Agreement.

Appears in 4 contracts

Sources: Merger Agreement (Brampton Crest International Inc), Merger Agreement (Blue Mountain Resources Inc.), Merger Agreement (Affinity Media International Corp.,)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board (or any other appropriate committee of the Company Board) shall grant all approvals and use their commercially reasonable efforts to grant such approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Sources: Agreement and Plan of Merger (Actelion US Holding CO), Merger Agreement (Merck & Co Inc), Agreement and Plan of Merger (Cotherix Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, each of the board Company, Parent and Merger Sub and the members of their respective boards of directors of the Company shall use commercially reasonable best efforts to, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and or such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act use reasonable best efforts to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 3 contracts

Sources: Merger Agreement (Hologic Inc), Merger Agreement (Premier, Inc.), Merger Agreement (Sharecare, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Ancillary Agreements may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Sources: Merger Agreement (Ndchealth Corp), Merger Agreement (Broadcom Corp), Merger Agreement (Broadcom Corp)

Takeover Statutes. If any Takeover Statute is or may Law shall become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Company and the Board of directors Directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate or minimize the effects of any such Takeover Statute Laws on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Sources: Merger Agreement (Paychex Inc), Agreement and Plan of Merger (Paycor Hcm, Inc.), Merger Agreement (AssetMark Financial Holdings, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement other than arising out of resulting from a breach by Parent or Merger Sub of Section 6.17(c), the board of directors of Company and the Company shall use commercially reasonable efforts Board shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 3 contracts

Sources: Merger Agreement, Merger Agreement (Monsanto Co /New/), Merger Agreement

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board of directors (or equivalent body) of the Company shall use commercially reasonable efforts to Seller will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Ancillary Agreements may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Sources: Asset Purchase Agreement (Icad Inc), Asset Purchase Agreement (Icad Inc), Asset Purchase Agreement (Ceelox Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 3 contracts

Sources: Agreement and Plan of Merger (Bank of Tokyo - Mitsubishi Ufj, LTD), Merger Agreement (Unionbancal Corp), Merger Agreement (Mitsubishi Ufj Financial Group Inc)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company shall Board each will use commercially reasonable best efforts to grant such approvals and take such actions as are reasonably necessary so ensure that the Merger and such the other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such Law on this Agreement, the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Sources: Merger Agreement (Microchip Technology Inc), Merger Agreement (Atmel Corp), Merger Agreement (Atmel Corp)

Takeover Statutes. If any Takeover Statute “takeover law” is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 3 contracts

Sources: Merger Agreement (PROS Holdings, Inc.), Merger Agreement (Kadmon Holdings, Inc.), Merger Agreement (Luminex Corp)

Takeover Statutes. If Unless the Company Board has withdrawn, modified or amended the Company Board Recommendation, if any Takeover Statute takeover statute is or may become becomes applicable to this Agreement, the Offer, the Merger or any of the other transactions contemplated by this Agreement, each of Parent, the board Company and their respective boards of directors of the Company shall use commercially reasonable best efforts to grant (a) ensure that such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on upon the terms and subject to the conditions set forth in this Agreement and (b) otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch takeover statute.

Appears in 3 contracts

Sources: Merger Agreement (Frozen Food Express Industries Inc), Merger Agreement (LD Commodities Sugar Holdings LLC), Merger Agreement (Imperial Sugar Co /New/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of the Company shall use commercially reasonable efforts to will grant such approvals within its power and take such actions within its power as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Ancillary Agreements may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act take such actions within its power to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Sources: Merger Agreement (Wellcare Management Group Inc), Merger Agreement (Wellcare Group Inc), Merger Agreement (Wellcare Management Group Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board (or the Independent Directors or any other appropriate committee of the Company Board) shall use commercially reasonable efforts to grant such all approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 3 contracts

Sources: Agreement and Plan of Merger (Novartis Ag), Merger Agreement (Chiron Corp), Agreement and Plan of Merger (Novartis Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement or the Voting Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Pcm, Inc.), Merger Agreement (Insight Enterprises Inc)

Takeover Statutes. If any Takeover Statute is or may shall become applicable to the Merger or any of the other transactions contemplated by this AgreementTransactions, the board Company and the members of directors the Board of Directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement Transactions may be consummated commenced as promptly as practicable on in the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate or minimize the effects of any Takeover Statute on such statute or regulation in the Merger and any of the other transactions contemplated by this AgreementTransaction.

Appears in 2 contracts

Sources: Merger Agreement (Quality Semiconductor Inc), Agreement and Plan of Merger (Verio Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary within its power so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate or minimize the effects of any such statue or regulation on such Transactions and shall use reasonable best efforts to challenge the validity or applicability of such Takeover Statute on the Merger and any of the other transactions contemplated by this AgreementStatute.

Appears in 2 contracts

Sources: Merger Agreement (Caraco Pharmaceutical Laboratories LTD), Merger Agreement (Caraco Pharmaceutical Laboratories LTD)

Takeover Statutes. If any Takeover Statute is or may become applicable to Unless the Merger or any of the other transactions contemplated by Company Board has made a Company Adverse Recommendation Change in accordance with this Agreement, if any takeover statute is or becomes applicable to this Agreement or any Transaction, each of Purchaser, the board Company and their respective boards of directors of the Company shall use commercially reasonable best efforts (a) to grant ensure that such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on upon the terms and subject to the conditions set forth in this Agreement and (b) to otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch takeover statute.

Appears in 2 contracts

Sources: Merger Agreement (SEP Acquisition Corp.), Merger Agreement (SANUWAVE Health, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of shall, to the Company shall use commercially reasonable efforts to fullest extent practicable, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Vertrue Inc), Merger Agreement (Life Sciences Research Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 2 contracts

Sources: Merger Agreement (Viking Systems Inc), Agreement and Plan of Merger (Conmed Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement if permitted by applicable Law, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Encore Medical Corp), Merger Agreement (Compex Technologies Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as reasonably practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (21st Century Insurance Group), Merger Agreement (American International Group Inc)

Takeover Statutes. If any Takeover Statute is is, or may become applicable to to, the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement Agreement, and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Sources: Merger Agreement (Optimer Pharmaceuticals Inc), Merger Agreement (Cubist Pharmaceuticals Inc)

Takeover Statutes. If Each of Company and Purchaser and their respective Boards of Directors shall, if any Takeover Statute is takeover statute or similar statute or regulation of any state becomes or may become applicable to this Agreement, the Merger Merger, or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so to ensure that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate minimize the effects effect of any Takeover Statute such statute or regulation on this Agreement, the Merger and any of the other transactions contemplated by this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Anthem Inc), Merger Agreement (Wellpoint Health Networks Inc /De/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant all such approvals and take all such actions as are reasonably necessary or advisable so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute, regulation or provision in the Company’s articles of incorporation or bylaws on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Krispy Kreme Doughnuts Inc), Merger Agreement (Peets Coffee & Tea Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant all such approvals and take all such actions as are reasonably necessary or advisable so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute, regulation or provision in the Company’s certificate of incorporation or by-laws on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Panera Bread Co), Merger Agreement (Anheuser-Busch Companies, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Choicepoint Inc), Merger Agreement (Reed Elsevier PLC)

Takeover Statutes. If any The Company shall use its reasonable best efforts to take all action necessary so that no Takeover Statute is or may become becomes applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts . If any Takeover Statute is or may become applicable to grant such approvals and take such actions as are reasonably necessary so that the Merger and such or the other transactions contemplated by this Agreement Agreement, the Company, Parent and their respective Boards of Directors shall each use reasonable best efforts to ensure that the Merger may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Wolverine World Wide Inc /De/), Merger Agreement (Collective Brands, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement or the parties hereto, the board of directors of Company, the Company Board and the Special Committee shall use commercially reasonable efforts to grant such all approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Emc Insurance Group Inc), Merger Agreement (Nationwide Financial Services Inc/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement or the Voting Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (JMP Group LLC), Merger Agreement (JMP Group LLC)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions. Neither the Company nor its Board of Directors (or any committee thereof) shall take any action to permit any Takeover Statute on to become applicable to the Merger and any of the or other transactions contemplated by this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Tekelec), Merger Agreement (Pharmaceutical Product Development Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board (or the Special Committee) shall use commercially reasonable efforts to grant such all approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Moscow Cablecom Corp), Merger Agreement (Renova Media Enterprises Ltd.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts shall, subject to applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (RR Donnelley & Sons Co), Merger Agreement (Bowne & Co Inc)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementMerger, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such reasonable actions as are reasonably necessary within their power so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statue or regulation on the Merger and any of the other transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Sources: Merger Agreement (American Safety Insurance Holdings LTD), Agreement and Plan of Merger (First Mercury Financial Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (G&k Services Inc), Merger Agreement (Cintas Corp)

Takeover Statutes. If any Takeover Statute is or may become becomes applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and by the Merger and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (SBC Communications Inc), Merger Agreement (At&t Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement or the parties hereto, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such all approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Sources: Merger Agreement (Alderwoods Group Inc), Merger Agreement (Service Corporation International)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and shall otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Gilead Sciences Inc), Merger Agreement (Pharmasset Inc)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementMerger, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary within its power so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statue or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 1 contract

Sources: Merger Agreement (Zenith National Insurance Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of Transactions, the other transactions contemplated by this AgreementCompany Board (and if applicable, the board of directors of the Company Subsidiaries) shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Merger Agreement (Greenrose Acquisition Corp.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall each use commercially its respective reasonable best efforts to (a) grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and (b) otherwise act attempt to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Assisted Living Concepts Inc)

Takeover Statutes. If any Takeover Statute is, becomes or is or may become deemed applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the members of the Company Board shall use commercially their respective reasonable best efforts to grant such approvals and shall take such actions within their respective authority as are reasonably necessary and advisable so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to lawfully eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this AgreementStatutes.

Appears in 1 contract

Sources: Merger Agreement (SpringWorks Therapeutics, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, each of the board Company, Parent and Merger Sub and the members of their respective boards of directors of the Company shall use commercially reasonable best efforts to, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and or such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act use reasonable best efforts to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Electronic Arts Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary within its power so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate or minimize the effects of any such statue or regulation on such Transactions and shall use reasonable best efforts to challenge the validity or applicability of such Takeover Statute on the Merger and any of the other transactions contemplated by this AgreementStatute.

Appears in 1 contract

Sources: Merger Agreement (Odyssey Re Holdings Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Biomet Inc)

Takeover Statutes. If any Takeover Statute is or may ----------------- become applicable to the Merger Combination or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to promptly grant such approvals and take such lawful actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement or by the Combination, and otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger such statute, and any of the other transactions contemplated by this Agreementregulations promulgated thereunder, on such transactions.

Appears in 1 contract

Sources: Agreement and Plan of Contribution and Merger (Excalibur Technologies Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger Mergers or any of the other transactions Transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 1 contract

Sources: Merger Agreement (DraftKings Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any acquisition of Shares pursuant to the Offer, the Merger, the other transactions contemplated by this Agreement, each of Parent, Merger Sub or the board Company, the respective members of their boards of directors of and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and shall use their reasonable best efforts to otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Cafepress Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer and/or the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Matrixx Initiatives Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, the board Board of directors Directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Contemplated Transactions may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of or comply with any Takeover Statute on the Merger and any of the other transactions contemplated by this AgreementContemplated Transactions.

Appears in 1 contract

Sources: Merger Agreement (Premiere Global Services, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Webmethods Inc)

Takeover Statutes. If any Takeover Statute is or similar statute or regulation becomes or may become applicable to this Agreement or the Merger or any of the other transactions contemplated by this AgreementMerger, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so appropriate to ensure that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this AgreementMerger.

Appears in 1 contract

Sources: Merger Agreement (Gas Natural Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of each Company (or, in the Company shall use commercially reasonable efforts to case of Comprehensive LLC, the managers) will grant such approvals within its power and take such actions within its power as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Ancillary Agreements may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act take such actions within its power to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Purchase Agreement (Wellcare Group Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or and any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company shall use commercially reasonable efforts Board shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Craft Brew Alliance, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger Mergers or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Parkway, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to this Agreement (including the Merger or any of and the other transactions contemplated by this Agreementhereby), each of the board Company, Parent and Sub and their respective boards of directors of the Company shall use commercially reasonable best efforts to grant all such approvals and take all such actions as are reasonably necessary or appropriate so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable hereafter on the terms set forth in this Agreement contemplated hereby, and otherwise act reasonably to eliminate or minimize the effects of any Takeover Statute such Requirements of Law on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Edgar Online Inc)

Takeover Statutes. If any Takeover Statute takeover statute is or may become ----------------- applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute takeover statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Merger Agreement (Verticalnet Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, Holding and the board of directors of the Company shall use commercially reasonable efforts to Holding will grant such approvals approvals, and will take such other actions as are reasonably necessary so that the Merger and such or any the other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby or thereby and will otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and or any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Merger Agreement (Energizer Holdings, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger Merger, the Company Stockholder Agreement or any of the other transactions contemplated by this Agreement or the Company Stockholder Agreement, the board of directors of the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and the Company Stockholder Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Keane, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board of directors of the Company shall use commercially reasonable efforts to each Seller will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Ancillary Agreements may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Asset Purchase Agreement (Take Two Interactive Software Inc)

Takeover Statutes. If any Takeover Statute is or may shall become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and the members of directors the Board of Directors of the Company shall use commercially reasonable efforts to grant all such approvals and use reasonable best efforts to take all such actions as are reasonably necessary so that the Merger and such other the transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and thereby and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Sigmatel Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such reasonable actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Dominion Homes Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement or the Transaction Documents, the board Board of directors Directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Transaction Documents may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Asset Purchase Agreement (Dolan Co.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated hereby or by this the Inducement Agreement, the board Company's Board of directors of the Company shall use commercially reasonable efforts to Directors will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement hereby and thereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and thereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Suiza Foods Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board (or the Committee or any other appropriate committee of the Company Board) shall grant all approvals and use commercially their reasonable best efforts to grant such approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Register Com Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company shall use commercially reasonable efforts Board shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (General Cable Corp /De/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board of directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Ancillary Agreements may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and thereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby and thereby.

Appears in 1 contract

Sources: Asset Purchase Agreement (Atheros Communications Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board (or any appropriate committee of the Company Board) shall grant all approvals and use commercially their reasonable commercial efforts to grant such approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Knape & Vogt Manufacturing Co)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Cellular Communications of Puerto Rico Inc /De/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Agreement the Company shall use commercially reasonable efforts and its Board of Directors shall, subject to applicable Law, grant such any approvals and take such any actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as reasonably practicable on the terms set forth in contemplated by this Agreement Agreement, and otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementthese transactions.

Appears in 1 contract

Sources: Merger Agreement (Cgi Group Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board shall grant such approvals and use reasonable best efforts to take such actions as are necessary, and shall cause and direct the Subsidiaries of the Company shall use commercially reasonable efforts to grant such approvals and use reasonable best efforts to take such actions as are reasonably necessary necessary, so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreement, and otherwise use reasonable best efforts to attempt to eliminate or minimize the effects of such Takeover Statute on such transactions.

Appears in 1 contract

Sources: Merger Agreement (Genworth Financial Inc)

Takeover Statutes. If any Takeover Statute is or may shall become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company shall Board shall, to the extent permitted by Applicable Law, use commercially reasonable best efforts to grant such approvals and to take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated herein and otherwise act to take all such other actions as are reasonably necessary to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Merger Agreement (Telular Corp)

Takeover Statutes. If any Takeover Statute is or may become ----------------- applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Company and the members of directors its Board of the Company shall use commercially reasonable efforts to Directors will grant such approvals and will take such other actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and will otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Merger Agreement (Cmi Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to promptly grant such approvals and take such lawful actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement or by the Merger and otherwise act take such lawful actions to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Fargo Electronics Inc)

Takeover Statutes. If any Takeover Statute is or may become becomes applicable to this Agreement or the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are may be reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms and subject to the conditions set forth in this Agreement and otherwise act Agreement; provided, that the foregoing will not require the Company Board to eliminate the effects of take any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementaction that could be inconsistent with its fiduciary duties under applicable Law.

Appears in 1 contract

Sources: Merger Agreement (Omnova Solutions Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board each of directors of Purchaser, Merger Sub, the Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and by the Merger and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Golfsmith International Holdings Inc)

Takeover Statutes. If Company and its Board of Directors shall, if any Takeover Statute is takeover statute or similar statute or regulation of any state becomes or may become applicable to this Agreement, the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so to ensure that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate minimize the effects effect of any Takeover Statute such statute or regulation on this Agreement, the Merger and any of the other transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Healthcare Acquisition Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of the Company shall will use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Merger Agreement (Broadcom Corp)

Takeover Statutes. If any Takeover Statute applicable to the Company is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board of directors of the Company shall use commercially reasonable efforts will, to the extent it can in good faith determines that it can do so without violating its fiduciary duty, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Ancillary Agreements may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Sources: Merger Agreement (Webex Communications Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement or the Voting Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Bristol West Holdings Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors shall, consistent with the fiduciary duties of the Company shall use commercially reasonable efforts to Company’s board of directors, promptly grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise promptly act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Sources: Merger Agreement (Hilton Hotels Corp)