Common use of Certain Actions Concerning Business Combinations Clause in Contracts

Certain Actions Concerning Business Combinations. (a) Neither the Principal Stockholder nor any Representative thereof will, during the period commencing on the date hereof and ending with the earlier to occur of the Merger Closing or the termination of this Agreement in accordance with its terms, directly or indirectly (i) solicit or initiate the submission of proposals or offers from any Person or, (ii) participate in any negotiations pertaining to, or (iii) furnish any information to any Person other than VIALOG relating to, any acquisition or purchase of all or a material amount of the assets of, or any equity interest in, the Company or a merger, consolidation or business combination of the Company or any Subsidiary (other than the Merger). (b) The Company will not apply, and will not take any action resulting in the application of, or otherwise elect to apply, the provisions of applicable New Jersey takeover laws, if any, with respect to or as a result of the Merger or the Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Call Points Inc)

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Certain Actions Concerning Business Combinations. (a) Neither the Principal Stockholder nor any Representative thereof will, during the period commencing on the date hereof and ending with the earlier to occur of the Merger Closing or the termination of this Agreement in accordance with its terms, directly or indirectly (i) solicit or initiate the submission of proposals or offers from any Person or, (ii) participate in any negotiations pertaining to, or (iii) furnish any information to any Person other than VIALOG relating to, any acquisition or purchase of all or a material amount of the assets of, or any equity interest in, the Company or a merger, consolidation or business combination of the Company or any Subsidiary (other than the Merger). (b) The Company will not apply, and will not take any action resulting in the application of, or otherwise elect to apply, the provisions of applicable New Jersey Connecticut takeover laws, if any, with respect to or as a result of the Merger or the Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Call Points Inc)

Certain Actions Concerning Business Combinations. (a) Neither the Principal Stockholder Stockholders nor any Representative thereof will, during the period commencing on the date hereof and ending with the earlier to occur of the Merger Closing or the termination of this Agreement in accordance with its terms, directly or indirectly (i) solicit or initiate the submission of proposals or offers from any Person or, (ii) participate in any negotiations pertaining to, or (iii) furnish any information to any Person other than VIALOG relating to, any acquisition or purchase of all or a material amount of the assets of, or any equity interest in, the Company or a merger, consolidation or business combination of the Company or any Subsidiary (other than the Merger). (b) The Company will not apply, and will not take any action resulting in the application of, or otherwise elect to apply, the provisions of applicable New Jersey state takeover laws, if any, with respect to or as a result of the Merger or the Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Vialog Corp)

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Certain Actions Concerning Business Combinations. (a) Neither the Principal Stockholder nor any Representative thereof will, during the period commencing on the date hereof and ending with the earlier to occur of the Merger Closing or the termination of this Agreement in accordance with its terms, directly or indirectly (i) solicit or initiate the submission of proposals or offers from any Person or, (ii) participate in any negotiations pertaining to, or (iii) furnish any information to any Person other than VIALOG relating to, any acquisition or purchase of all or a material amount of the assets of, or any equity interest in, the Company or a merger, consolidation or business combination of the Company or any Subsidiary (other than the Merger). (b) The Company will not apply, and will not take any action resulting in the application of, or otherwise elect to apply, the provisions of applicable New Jersey state takeover laws, if any, with respect to or as a result of the Merger or the Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Vialog Corp)

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