Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Ashford Com Inc), Agreement and Plan of Merger and Reorganization (Global Sports Inc), Agreement and Plan of Merger and Reorganization (Global Sports Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to adopt this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities ActAct but in any event within 45 calendar days thereafter. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cuseeme Networks Inc), Agreement and Plan of Merger (Cuseeme Networks Inc), Agreement and Plan (First Virtual Communications Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption and approval of this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Actdate of this Agreement. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' ’ Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 2 contracts
Samples: Agreement of Merger (Nassda Corp), Agreement of Merger (Synopsys Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to adopt this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Each of the Company and Parent shall ensure that all proxies solicited by or on behalf of the Company or Parent in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 2 contracts
Samples: Exhibit 1 (Applied Micro Circuits Corp), Agreement and Plan of Merger (Applied Micro Circuits Corp)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption and approval of this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' ’ Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Clinical Data Inc), Agreement and Plan of Merger and Reorganization (Avalon Pharmaceuticals Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of capital stock of the Company Common Stock to vote on the adoption of a proposal to adopt this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 F-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Manufacturers Services LTD), Agreement and Plan of Merger (Manufacturers Services LTD)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to adopt this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company and Parent shall cause the Company Stockholders' ’ Meeting shall and the Parent Shareholders’ Meeting to be held on the same day (on a date selected by the Company in consultation with Parent) and as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' ’ Meeting are solicited in compliance in all material respects with all applicable Legal Requirements.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Rf Micro Devices Inc), Agreement and Plan of Merger and Reorganization (Sirenza Microdevices Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock Stockholders to vote on the adoption of this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Company, subject to the approval of Parent) ), as promptly as reasonably practicable and in accordance with applicable Legal Requirements, after the Form S-4 Registration Proxy Statement is declared effective under has been cleared by the Securities ActSEC or any other government officials. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' ’ Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (LEO Pharma a/S), Agreement and Plan of Merger (Peplin Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements Laws to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to adopt this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal RequirementsLaws.
Appears in 2 contracts
Samples: Merger Agreement (Chiles Offshore Inc/New/), Voting Agreement (Ensco International Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Company, subject to the approval of Parent, which shall not be unreasonably withheld or delayed) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' ’ Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Foundry Networks Inc), Agreement and Plan of Merger (Foundry Networks Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock and Company Preferred Stock to vote on the adoption of this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' ’ Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Celunol Corp), Agreement and Plan of Merger and Reorganization (Diversa Corp)
Company Stockholders Meeting. (a) The Company shall will take all action necessary under all applicable Legal Requirements and in accordance with its Charter Documents to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall will be held not later than 40 days (on a date selected subject to extension by mutual agreement of the Company in consultation with and Parent) as promptly as reasonably practicable after following the Form S-4 Registration date on which the Prospectus/Proxy Statement is declared effective under mailed to the Securities ActCompany’s stockholders. The Company shall ensure that will cause all proxies solicited in connection with the Company Stockholders' ’ Meeting are to be solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements and the Company's charter documents to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to approve this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Ixys Corp /De/)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of of, convene and hold a meeting of the holders of Company Common Stock to consider, act upon and vote on upon the adoption approval of this Agreement and of the Merger (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall will be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable and in any event within 45 days after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that the Company Stockholders' Meeting is called, noticed, convened, held and conducted, and that all proxies solicited in connection with the Company Stockholders' Meeting are solicited solicited, in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Voting Agreement (Compurad Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements and the Company's charter documents to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to approve this Agreement (the "Company StockholdersCOMPANY STOCKHOLDERS' MeetingMEETING"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Clare Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements Laws to call, give notice of and hold a meeting of the holders of Company Common Stock Shares to vote on the adoption of a proposal to adopt this Merger Agreement (the "Company StockholdersCOMPANY STOCKHOLDERS' MeetingMEETING"). The Company Stockholders' Meeting shall be held (on a date selected agreed to by IPC and the Company in consultation with ParentCompany) as promptly as reasonably practicable practicable, subject to compliance with federal securities laws, after the Form S-4 Registration final version of the Proxy Statement is declared effective under filed with the Securities ActSEC. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal RequirementsLaws.
Appears in 1 contract
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock stockholders to vote on the adoption of a proposal to adopt this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration mailing of the Proxy Statement is declared effective under to the Securities ActCompany stockholders. The Each of the Company and Parent shall ensure that all proxies solicited by or on behalf of the Company or Parent in connection with the Company Stockholders' ’ Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Hoshizaki America, Inc.)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption approval of this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Applied Materials Inc /De)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption and approval of this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Actdate hereof. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' ’ Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to adopt this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Specialized Health Products International Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to adopt this Agreement (the "Company Stockholders' Meeting"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is 37. declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Prime Response Inc/De)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock and Company Preferred Stock to vote on the adoption of adopting this Agreement (such meeting, the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' ’ Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Replidyne Inc)
Company Stockholders Meeting. (aA) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of a proposal to adopt this Agreement (the "Company StockholdersCOMPANY STOCKHOLDERS' MeetingMEETING"). The Company Stockholders' Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration Statement is declared effective under the Securities Act. The Company shall ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Med-Design Corp)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements to call, give notice of and hold a meeting of the holders of Company Common Stock to vote on the adoption of this Agreement (the "“Company Stockholders' ’ Meeting"”). The Company Stockholders' ’ Meeting shall be held (on a date selected by the Company in consultation with Parent) as promptly as reasonably practicable after the Form S-4 Registration date of this Agreement (and in any event within 30 days after the date that the Proxy Statement is declared effective under mailed to the Securities ActCompany’s stockholders. The Company shall ensure that agrees to cause all proxies solicited in connection with the Company Stockholders' ’ Meeting are to be solicited in compliance with all applicable Legal Requirements.
Appears in 1 contract
