Company Stockholders Meeting. The Company shall take all action necessary under all applicable Legal Requirements to call (promptly after the execution and delivery of this Agreement), give notice of and hold a meeting of the stockholders of the Company to vote on the approval of this Agreement, the Merger and the transactions contemplated hereby and the Company shall deliver to the stockholders of the Company all necessary written materials and disclosure in accordance with applicable Legal Requirements.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sun Pharmaceutical Industries LTD), Agreement and Plan of Merger (Taro Pharmaceutical Industries LTD)
Company Stockholders Meeting. The Company shall take all action necessary under all in accordance with applicable Legal Requirements Laws and the Organizational Documents of the Company to call (promptly after the execution and delivery of this Agreement), duly give notice of of, convene and hold a meeting the Company Stockholders Meeting, as promptly as reasonably practicable following the mailing of the definitive Proxy Statement. Except as permitted by Section 6.2, the Company shall, through the Company Board, recommend in the Proxy Statement that the stockholders of the Company to vote on in favor of the approval adoption of this Agreement, the Merger and the transactions contemplated hereby and Agreement at the Company shall deliver to the stockholders of the Company all necessary written materials and disclosure in accordance with applicable Legal RequirementsStockholders Meeting.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Maxwell W Keith III), Agreement and Plan of Merger (Via Renewables, Inc.)
Company Stockholders Meeting. The Company shall take all action necessary under all in accordance with applicable Legal Requirements law and its articles of incorporation and bylaws to call (promptly after the execution and delivery of this Agreement), give notice of and hold convene a meeting of its stockholders as promptly as practicable after the stockholders date hereof for the purpose of voting on the Company Proposal. Subject to Section 5.4(a), the Board of Directors of the Company to vote on the shall recommend approval of this Agreement, the Merger and the transactions contemplated hereby and the Company Proposal and shall deliver take all lawful action to solicit such approval, including timely mailing the Proxy Statement/Prospectus to the stockholders of the Company all necessary written materials and disclosure in accordance with applicable Legal RequirementsCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Magnum Hunter Resources Inc), Agreement and Plan of Merger (Cimarex Energy Co)
Company Stockholders Meeting. The Company shall take all action in accordance with Applicable Laws and the Charter necessary under all applicable Legal Requirements to call (promptly after the execution and delivery of this Agreement), give notice of and hold convene a meeting of Company Stockholders (the stockholders of "Company Stockholders Meeting") as promptly as practicable to consider and vote, but in any event no later than August 31, 2002 upon the Company to vote on the approval of this Agreement, the Merger and the transactions contemplated hereby and the Company shall deliver to the stockholders of the Company all necessary written materials and disclosure in accordance with applicable Legal RequirementsStockholder Authorizations.
Appears in 2 contracts
Samples: Restructuring Agreement (Teletouch Communications Inc), Restructuring Agreement (Teletouch Communications Inc)
Company Stockholders Meeting. The Company shall take all action necessary under all in accordance with applicable Legal Requirements law and its certificate of incorporation and bylaws to call (promptly after the execution and delivery of this Agreement), give notice of and hold convene a meeting of its stockholders as promptly as practicable after the stockholders date hereof for the purpose of voting on the Company Proposal. Subject to Section 5.4, the board of directors of the Company to vote on the shall recommend approval of this Agreement, the Merger and the transactions contemplated hereby and the Company Proposal and shall deliver take all lawful action to solicit such approval, including timely mailing the Proxy Statement/Prospectus to the stockholders of the Company all necessary written materials and disclosure in accordance with applicable Legal RequirementsCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cal Dive International Inc), Agreement and Plan of Merger (Remington Oil & Gas Corp)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements Law, its certificate of incorporation and bylaws to call (promptly after the execution and delivery of this Agreement)call, give notice of and hold a meeting of the stockholders holders of the Company Capital Stock to vote on the adoption of this Agreement and the approval of this Agreement, the Merger and the other transactions contemplated hereby and by this Agreement (the “Company Stockholders’ Meeting”). The Company shall deliver to ensure that the stockholders solicitation of the Company Requisite Vote in connection with the Company Stockholders’ Meeting is done in compliance in all necessary written materials and disclosure in accordance material respects with all applicable Legal RequirementsLaw.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Knot Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements Laws to call (promptly after the execution and delivery of this Agreement)call, give notice of and hold a meeting of the stockholders of the Company to vote Stockholders' Meeting. The Company Stockholders' Meeting shall be held (on the approval of this Agreement, the Merger and the transactions contemplated hereby and a date selected by the Company in consultation with NPI) as promptly as practicable after the Registration Statement is declared effective under the Securities Act. The Company shall deliver to the stockholders of ensure that all proxies solicited in connection with the Company Stockholders' Meeting are solicited in compliance with all necessary written materials and disclosure in accordance with applicable Legal RequirementsLaws.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Network Peripherals Inc)
Company Stockholders Meeting. (a) The Company shall take all action necessary under all applicable Legal Requirements Laws to call (promptly after the execution and delivery of this Agreement)call, give notice of and hold a meeting of the stockholders of the Company to vote Stockholders’ Meeting. The Company Stockholders’ Meeting shall be held (on the approval of this Agreement, the Merger and the transactions contemplated hereby and a date selected by the Company in consultation with SWAT) as promptly as practicable after the Registration Statement is declared effective under the Securities Act. The Company shall deliver to the stockholders of ensure that all proxies solicited in connection with the Company Stockholders’ Meeting are solicited in compliance with all necessary written materials and disclosure in accordance with applicable Legal RequirementsLaws.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Security With Advanced Technology, Inc.)