Board Recommendations. (a) In connection with the Merger and the Stockholders’ Meeting, the Board of Directors of the Company shall (i) subject to Section 5.5(b), recommend to the Company Stockholders to vote in favor of the approval of the Merger Agreement and the Merger and use all commercially reasonable efforts to obtain the necessary approvals by the Company Stockholders of this Agreement, the Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the legal requirements applicable to such meeting.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ubiquitel Inc), Agreement and Plan of Merger (Alamosa Holdings Inc)
Board Recommendations. (a) In connection with the Merger and the Stockholders’ ' Meeting, the Board of Directors of the Company shall (i) subject to Section 5.5(b), recommend to the holders of the Company Stockholders Common Stock to vote in favor of the approval of the Merger Agreement and the Merger and use all commercially reasonable efforts to obtain the necessary approvals by the Company Stockholders of this Agreement, the Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the all legal requirements applicable to such meeting.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Peoples Choice Tv Corp), Agreement and Plan of Merger (Sprint Corp)
Board Recommendations. (a) In connection with the Merger and the Stockholders’ Meeting, the The Board of Directors of the Company shall Company, at a meeting duly called and held, has (i) subject to Section 5.5(b), recommend to the Company Stockholders to vote in favor of the approval of the Merger determined that this Agreement and the Merger and use all commercially reasonable efforts to obtain the necessary approvals by the Company Stockholders of this Agreement, the Merger and the other transactions contemplated by this Agreement hereby (including the Merger) are fair to and in the best interests of the shareholders of Company, and (ii) otherwise comply with resolved to recommend that the legal requirements applicable holders of the shares of capital stock of Company entitled to such meetingvote thereon approve this Agreement and the transactions contemplated hereby (including the Merger).
Appears in 2 contracts
Samples: Plan and Agreement of Merger (American Express Co), Plan and Agreement of Merger (Rockford Industries Inc)
Board Recommendations. (a) In connection with the Merger and the Stockholders’ Shareholders' Meeting, the Board of Directors of the Company shall (i) subject to Section 5.5(b6.5(b), recommend to the Company Stockholders to vote in favor holders of the approval Company Common Stock to approve the Plan of the Merger and this Agreement and the Merger and use all commercially reasonable efforts to obtain the necessary approvals by the Company Stockholders Shareholders of this Agreement, the Plan of Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the all legal requirements applicable to such meeting.
Appears in 1 contract
Board Recommendations. (a) In connection with the Merger and the StockholdersShareholders’ Meeting, the Board of Directors of the Company shall (i) subject to Section 5.5(b6.5(b), recommend to the Company Stockholders to vote in favor holders of the approval Company Common Stock to approve the Plan of the Merger and this Agreement and the Merger and use all commercially reasonable efforts to obtain the necessary approvals by the Company Stockholders Shareholders of this Agreement, the Plan of Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the all legal requirements applicable to such meeting.
Appears in 1 contract
Samples: Agreement of Merger (Overnite Corp)
Board Recommendations. (a) In connection with the Merger and the Stockholders’ ' Meeting, the Company Board of Directors of the Company shall (i) subject to Section 5.5(b)5.6(b) hereof, recommend to the holders of shares of Company Stockholders Common Stock to vote in favor of the approval of the Merger Agreement and the Merger and use all commercially reasonable efforts to obtain the necessary approvals by the Company Stockholders Company's stockholders of this Agreement, the Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the all legal requirements applicable to such meeting.
Appears in 1 contract
Board Recommendations. (a) In connection with the Merger and the Stockholders’ meeting of the Company Shareholders to consider the approval and adoption of this Agreement and the Merger (the "Shareholders Meeting"), the Board of Directors of the Company shall (i) subject to Section 5.5(b6.5(b), recommend to the Company Stockholders Shareholders to vote in favor of the approval of the Merger this Agreement and the Merger and use all commercially its reasonable best efforts to obtain the necessary approvals by the Company Stockholders Shareholders of this Agreement, Agreement and the Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the all legal requirements applicable to such meeting.
Appears in 1 contract
Board Recommendations. (a) In connection with the Merger and the Stockholders’ MeetingStockholder Meeting to consider the approval and adoption of this Agreement and the Merger, the Board of Directors of the Company shall (i) subject to Section 5.5(b6.5(b), recommend to the Company Stockholders that they accept the Offer and tender their shares of Company Common Stock pursuant to the Offer, and vote in favor of the approval of the Merger this Agreement and the Merger and use all its commercially reasonable reasonable, good faith efforts to obtain the necessary approvals by the Company Stockholders of this Agreement, Agreement and the Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the all legal requirements applicable to such meeting.
Appears in 1 contract
Board Recommendations. (a) In connection with the Merger and the Stockholders’ ' Meeting, the Board of Directors of the Company shall (i) subject to Section 5.5(b5.5(c), recommend to the Company Stockholders to vote in favor of the approval of the Merger Agreement and the Merger and use all commercially reasonable efforts to obtain the necessary approvals approval by the Company Stockholders of this Agreement, the Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the legal requirements applicable to such meeting.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Loehmanns Holdings Inc)
Board Recommendations. (a) In connection with the Merger and the Stockholders’ Shareholders' Meeting, the Board of Directors of the Company shall (i) subject to Section 5.5(b), recommend to the Company Stockholders to Shareholders that they vote in favor of the approval of the Merger Agreement and the Merger and use all commercially reasonable efforts to obtain the necessary approvals by the Company Stockholders Shareholders of this Agreement, the Merger and the other transactions contemplated by this Agreement and (ii) otherwise comply with the all legal requirements applicable to such meeting.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Suburban Lodges of America Inc)