Common use of Anti-Takeover Statutes Clause in Contracts

Anti-Takeover Statutes. The Board of Directors of Parent has taken all action necessary to ensure that any restrictions on business combinations contained in the provisions of Section 912 of the New York Business Corporation Law will not apply to the Transactions (including the Shares Issuances) and the Collective Transactions. No other “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover statute or regulation or any anti-takeover provision in Parent’s Certificate of Incorporation or Bylaws is, or at the Closing will be, applicable to Parent, the shares of Parent capital stock, the Transactions or such other transactions contemplated by this Agreement, the other Transaction Agreements, the Merger Agreement and the Collective Transactions.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Universal American Financial Corp), Securities Purchase Agreement (Welsh Carson Anderson & Stowe Ix Lp), Securities Purchase Agreement (Perry Corp)

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Anti-Takeover Statutes. The Board of Directors of Parent has taken all action necessary to ensure that any restrictions on business combinations contained in the provisions of Section 912 of the New York Business Corporation Law will not apply to the Transactions (including the Shares Issuances) and the Collective Transactions. No other "fair price,” “" "moratorium,” “" "control share acquisition" or other similar anti-takeover statute or regulation or any anti-takeover provision in Parent’s 's Certificate of Incorporation or Bylaws is, or at the Closing will be, applicable to Parent, the shares of Parent capital stock, the Transactions or such other transactions contemplated by this Agreement, the other Transaction Agreements, the Merger Agreement and the Collective Transactions.

Appears in 1 contract

Samples: Securities Purchase Agreement (Capital Z Financial Services Fund Ii Lp)

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