Company Compensatory Awards. (a) Prior to the Effective Time, the Company Board (or the appropriate committee of the Company Board) shall adopt such resolutions and shall take such other actions as are required to approve the transactions contemplated by this Section 2.4. Prior to adopting any such resolutions, the Company shall provide Parent with a reasonable opportunity to review and comment upon such resolutions and shall consider any comments from Parent thereon in good faith.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Shire PLC), Agreement and Plan of Merger (Baxalta Inc), Agreement and Plan of Merger
Company Compensatory Awards. (a) Prior to the Effective Time, the Company Board of Directors (or the appropriate committee of the Company BoardBoard of Directors) shall adopt such resolutions and shall take such other actions as are required to approve and authorize the actions necessary to effect the transactions contemplated by this Section 2.4. Prior to adopting any such resolutions, the Company shall provide Parent with a reasonable opportunity to review and comment upon such resolutions and shall consider any comments from Parent thereon in good faith.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hospira Inc), Agreement and Plan of Merger (Pfizer Inc)
Company Compensatory Awards. (a) Prior to the Effective Offer Acceptance Time, the Company Board (or the appropriate committee of the Company Board) shall adopt such resolutions and shall take such other actions as are required to approve the transactions contemplated by this Section 2.4. Prior to adopting any such resolutions, the Company shall provide Parent with a reasonable opportunity to review and comment upon such resolutions and shall consider any comments from Parent thereon in good faith; provided that nothing herein shall be construed to obligate the Company to adopt any such comment if the Company determines in good faith such an adoption would not be in the Company’s best interests.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Xplore Technologies Corp)
