Antitakeover Provisions. No “control share acquisition,” “business combination moratorium,” “fair price” or other form of antitakeover statute or regulation is applicable to this Agreement and the transactions contemplated hereby.
Antitakeover Provisions. The transactions contemplated by this Agreement is not subject to the requirements of any “moratorium,” “control share,” “fair price,” “affiliate transactions,” “business combination” or other antitakeover laws and regulations of any state.
Antitakeover Provisions. The Company and its Subsidiaries shall take all steps required by any relevant federal or state law or regulation or under any relevant agreement or other document to exempt or continue to exempt Purchaser, the Agreement, the Plan of Bank Merger, the Merger and the Bank Merger from any provisions of an antitakeover nature in the Company’s or its Subsidiaries’ Articles of Incorporation and bylaws, or similar organizational documents, and the provisions of any federal or state antitakeover laws.
Antitakeover Provisions. 44 Section 4.06
Antitakeover Provisions. Each FCB Company has taken all actions required to exempt such FCB Company, this Agreement and the Merger from any provisions of an antitakeover nature contained in their organizational documents or the provisions of any federal or state “antitakeover,” “fair price,” “moratorium,” “control share acquisition” or similar laws or regulations (“Takeover Laws”).
Antitakeover Provisions. None of the Company, Parent or their respective Boards of Directors shall take any action that would cause any Takeover Statute to become applicable to this Agreement, the Integrated Mergers, or any of the other transactions contemplated hereby, and each shall take all necessary steps to exempt (or ensure the continued exemption of) the Integrated Mergers and the other transactions contemplated hereby from any applicable Takeover Statute now or hereafter in effect. If any Takeover Statute may become, or may purport to be, applicable to the transactions contemplated hereby, each of Parent and the Company and the members of their respective Boards of Directors will grant such approvals and take such actions as are necessary so that the transactions contemplated by this Agreement may be consummated as promptly as reasonably practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of any Takeover Statute on any of the transactions contemplated by this Agreement.
Antitakeover Provisions. The Company and the Board of Directors shall (i) take all actions necessary so that no Antitakeover Provision becomes applicable to this Agreement or the Purchaser’s acquisition, or the Company’s issuance, of the Purchased Shares and the Conversion Shares in accordance with this Agreement and the Certificate of Designation, and (ii) if any such Antitakeover Provision becomes applicable thereto to any extent or in any regard, to take all actions necessary so that such transactions may be consummated as promptly as practicable on the terms required by, or provided for, in this Agreement, the Registration Rights Agreement and the Certificate of Designation, and otherwise to take all such other actions as are reasonably necessary to eliminate or minimize to the greatest extent possible the effects of any such Antitakeover Provision thereupon or upon the transactions contemplated thereby.
Antitakeover Provisions. (a) Haven and its Subsidiaries shall take all steps required by any relevant federal or state law or regulation or under any relevant agreement or other document (i) to exempt or continue to exempt Queens, the Covered Agreements and any transactions contemplated thereby, as well as additional purchases by Queens of up to 4.9% of then outstanding shares of Haven Common Stock, from any provisions of an antitakeover nature in Haven's or its Subsidiaries' certificates of incorporation or charters, as the case may be, and bylaws and the provisions of Section 203 of the DGCL and (ii) upon the request of Queens, to assist in any challenge to the applicability to the foregoing of Section 203 of the DGCL.
Antitakeover Provisions. (a) LISB shall (and shall cause its Subsidiaries to) take all steps required by any relevant federal or state law or regulation or under any relevant agreement or other document (i) to exempt or continue to exempt AFC, this Agreement, the Merger, the Bank Merger and the LISB Option Agreement from any provisions of an antitakeover nature in LISB's or its Subsidiaries' certificates of incorporation or charters, as the case may be, and bylaws and the provisions of Section 203 of the DGCL and (ii) upon the request of AFC, to assist in any challenge by AFC to the applicability to this Agreement, the Merger or the LISB Option Agreement of Section 203 of the DGCL.
Antitakeover Provisions. (a) The Company's Board of Directors has taken all necessary actions so that the provisions of Section 203 of the DGCL will not apply to this Agreement, the Offer, the Merger, and the other transactions contemplated hereby, and has approved the Company becoming an "interested stockholder" within the meaning of such section. No provision of the Certificate of Incorporation, Bylaws or other governing instruments of the Company or any of its Subsidiaries or the terms of any rights plan or agreement of the Company (including the Rights Agreement) would, directly or indirectly, restrict or impair (i) the ability of Buyer to vote, or otherwise to exercise the rights of a shareholder with respect to, securities of the Company and its Subsidiaries that may be acquired or controlled by Buyer by virtue of this Agreement, the Offer, the Merger and the other transactions contemplated hereby or (ii) the rights granted hereunder, including without limitation, the right to cause the Company to permit any shareholder to acquire securities of the Company, Buyer or Sub, or any of their respective Subsidiaries on a basis not available to Buyer or Sub in the event that Buyer or Sub were to acquire additional securities of the Company.
