Compliance with Tender Offer Rules. Nothing contained in this Agreement shall prohibit either party or its respective Board of Directors from taking and disclosing to its stockholders a position contemplated by Rules 14d-9 and 14e-2(a) promulgated under the Exchange Act.
Appears in 3 contracts
Samples: Merger Agreement (Fortune Industries, Inc.), Merger Agreement (Automatic Data Processing Inc), Merger Agreement (Probusiness Services Inc)
Compliance with Tender Offer Rules. Nothing contained in this ---------------------------------- Agreement shall prohibit either party or its respective Board of Directors from taking and disclosing to its stockholders a position contemplated by Rules 14d-9 and 14e-2(a) promulgated under the Exchange Act; provided that the content of any such disclosure thereunder shall be subject to the terms of Section 5.3 of this Agreement. Without limiting the foregoing proviso, neither party shall effect a Change of Recommendation unless specifically permitted pursuant to the terms of Section 5.3(d).
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Avanex Corp), Agreement and Plan of Reorganization (Avanex Corp)
Compliance with Tender Offer Rules. Nothing contained in this Agreement shall prohibit either party Buyer or its respective Board board of Directors directors from taking and disclosing to its stockholders shareholders a position contemplated by Rules 14d-9 and 14e-2(a) promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Peco Ii Inc), Asset Purchase Agreement (Peco Ii Inc)
Compliance with Tender Offer Rules. Nothing contained in this Agreement shall prohibit either party the Company or its respective the Company Board of Directors (or a committee thereof) from taking and disclosing to its stockholders a position contemplated by Rules 14d-9 and 14e-2(a) promulgated under the Exchange Act.
Appears in 1 contract
Samples: Merger Agreement (Acxiom Corp)
