Anti-Takeover Plan. Except for the Shareholders' Rights Agreement dated November 9, 1995 between Expert and The First National Bank of Boston (the "Rights Agreement") or as set forth in Section 4.21 of the Expert Disclosure Letter, neither Expert nor any Expert Subsidiary has in effect any plan, scheme, device or arrangement, commonly or colloquially known as a "poison pill" or, an "anti-takeover" plan or any similar plan, scheme, device or arrangement. Under the Rights Agreement, as a result of the Merger or the execution of this Agreement, neither Activision nor any stockholder of Activision or any Affiliate or Associate (as such terms are defined in the Rights Agreement) of Activision or of any such stockholder of Activision will become an "Acquiring Person"; no "Stock Acquisition Date" or "Distribution Date" (as such terms are defined in the Rights Agreement) will occur; and the holders of any rights issued pursuant to the Rights Agreement will not be entitled to receive any benefits under the Rights Agreement as a result of the approval, execution or delivery of this Agreement or the consummation of the transactions contemplated hereby. From and after the date of this Agreement until the Effective Time, Expert shall not take any action that would cause, as a result of the Merger or the execution of this Agreement, Activision or any stockholder of Activision or any Affiliate or Associate of Activision or of any such stockholder to become an "Acquiring Person" under the Rights Agreements, or that would cause a "Stock Acquisition Date" or "Distribution Date" to occur or give the holders of any Rights (as such term is defined in the Rights Agreement) any benefits under the Rights Agreement, as a result of the Merger or any of the transactions contemplated by this Agreement.
Anti-Takeover Plan. Neither VPT nor any VPT Subsidiary has in effect any plan, scheme, device or arrangement, commonly or colloquially known as a "poison pill" or, except as set forth in VPT's Declaration of Trust or by-laws, an "Anti-takeover" plan or any similar plan, scheme, device or arrangement. The Trustees of VPT have approved the Merger and this Agreement and have agreed (unless otherwise required in accordance with fiduciary duties of the Trustees of VPT under applicable law as advised by independent legal counsel) to recommend that the holders of the VPT Shares vote their shares in favor of the Merger.
Anti-Takeover Plan. Neither Buyer nor any Buyer Subsidiary has in effect any plan, scheme, device or arrangement, commonly or colloquially known as a "poison pill" or, except as set forth in Buyer's charter or By-laws, an "Anti-takeover" plan or any similar plan, scheme, device or arrangement. The Directors have approved the Merger and this Agreement and have agreed to recommend that the holders of the Buyer Common Stock vote their shares in favor of the issuance of the Buyer Common Stock pursuant to this Agreement.
Anti-Takeover Plan. State Takeover Statutes. Blaze does not have in effect any plan, scheme, device or arrangement, commonly or colloquially known as a “poison pill” or “anti-takeover” plan or any similar plan, scheme, device or arrangement. The Board of Directors of Blaze has approved this Agreement. No other state takeover statute or similar statute or regulation applies or purports to apply to the Exchange, this Agreement or any of the transactions contemplated by this Agreement.
Anti-Takeover Plan. Operating Company does not have in effect any plan, scheme, device or arrangement, commonly or colloquially known as a “poison pill,” or an “anti-takeover” plan or any similar plan, scheme, device or arrangement.
Anti-Takeover Plan. BPOMS has taken all action necessary to exempt the transactions contemplated by this Agreement from the operation of any “fair price,” “moratorium,” “control share acquisition,” or other similar anti-takeover statute or regulation enacted under the state or federal laws of the United States. Neither BPOMS nor any BPOMS Subsidiary has in effect any plan, scheme, device or arrangement, commonly or colloquially known as a “poison pill” or, an “anti-takeover” plan or any similar plan, scheme, device or arrangement.
Anti-Takeover Plan. WBNI does not have in effect any plan, scheme, device, or arrangement, commonly known as a "poison pill" or "anti-takeover" plan. No other state takeover statute or similar statute or regulation applies or purports to apply to this transaction, this Agreement or any of the transactions contemplated by this Agreement.
