Common use of Conditions to Delivery of Shares Clause in Contracts

Conditions to Delivery of Shares. The Company's obligation to deliver Shares upon exercise of the Option is subject only to the conditions that: (i) No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States prohibiting the delivery of the Shares shall be in effect; and (ii) Any applicable waiting periods under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976 (xxx "XXX XXX") xxxll have expired or been terminated; and (iii) All consents, approvals, orders, notifications, filings or authorizations, the failure of which to make or obtain would have the effect of making the issuance of Shares to Parent illegal ("OTHER REQUISITE CONSENTS"), shall have been made or obtained.

Appears in 2 contracts

Samples: Merger Agreement (Texas Instruments Inc), Stock Option Agreement (Texas Instruments Inc)

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Conditions to Delivery of Shares. The Company's obligation to deliver Shares upon exercise of the Option is subject only to the conditions thatfulfillment of the following conditions: (i) No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States prohibiting the delivery of the Shares shall be in effect; and (ii) Any applicable waiting periods under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976 (xxx "XXX XXX") xxxll have expired or been terminated; and (iii) All consents, approvals, orders, notifications, filings or authorizations, the failure of which to make or obtain would have the effect of making the issuance of Shares to Parent illegal ("OTHER REQUISITE CONSENTS"), shall have been made or obtained.

Appears in 2 contracts

Samples: Merger Agreement (Burr Brown Corp), Stock Option Agreement (Burr Brown Corp)

Conditions to Delivery of Shares. The Company's obligation to -------------------------------- deliver Shares upon exercise of the Option is subject only to the conditions thatfulfillment of the following conditions: (i) No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States prohibiting the delivery of the Shares shall be in effect; and (ii) Any applicable waiting periods under the HartXxxx-Xxxxx-Xxxxxx Xxxitrust Antitrust Improvements Act of 1976 0000 (xxx "XXX XXXXxx") xxxll shall have expired or been terminated; and (iii) All consents, approvals, orders, notifications, filings or authorizations, the failure of which to make or obtain would have the effect of making the issuance of Shares to Parent illegal ("OTHER REQUISITE CONSENTSOther Requisite Consents"), shall have been made or obtained.

Appears in 1 contract

Samples: Stock Option Agreement (Texas Instruments Inc)

Conditions to Delivery of Shares. The Company's obligation to deliver Shares upon exercise of the Option is subject only to the conditions that: (i) No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States prohibiting the delivery of the Shares shall be in effect; and (ii) Any applicable waiting periods under the HartXxxx-Xxxxx-Xxxxxx Xxxitrust Antitrust Improvements Act of 1976 0000 (xxx "XXX XXX") xxxll shall have expired or been terminated; and (iii) All consents, approvals, orders, notifications, filings or authorizations, the failure of which to make or obtain would have the effect of making the issuance of Shares to Parent illegal ("OTHER REQUISITE CONSENTSConsents"), shall have been made or obtained.

Appears in 1 contract

Samples: Stock Option Agreement (Unitrode Corp)

Conditions to Delivery of Shares. The CompanyGrantor's obligation to deliver -------------------------------- Shares upon exercise of the Option is subject only to the conditions thatfollowing conditions: (i) a. No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States prohibiting the delivery of the Shares shall be in effect; and. (ii) b. Any applicable waiting periods under the HartXxxx-Xxxxx-Xxxxxx Xxxitrust Antitrust Improvements Act of 1976 0000 (xxx "XXX XXXXxx") xxxll shall have expired or been terminated; and. (iii) All consentsc. Any other consent, approvalsapproval, ordersorder, notificationsnotification, filings or authorizationsauthorization, the failure of which to obtain or make or obtain would have the effect of making make the issuance of the Shares to Parent illegal ("OTHER REQUISITE CONSENTS")illegal, shall have been obtained or made or obtainedand be in full force and effect.

Appears in 1 contract

Samples: Stock Option Agreement (Gemstar International Group LTD)

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Conditions to Delivery of Shares. The Company's obligation to deliver Shares upon exercise of the Option is subject only to the conditions thatfulfillment of the following conditions: (i) No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States prohibiting the delivery of the Shares shall be in effect; and (ii) Any applicable waiting periods under the Hart-Xxxxx-Xxxxxx Xxxitrust Antitrust Improvements Act of 1976 (xxx "XXX XXX") xxxll have expired or been terminated; and (iii) All consents, approvals, orders, notifications, filings or authorizations, the failure of which to make or obtain would have the effect of making the issuance of Shares to Parent illegal ("OTHER REQUISITE CONSENTS"), shall have been made or obtained.

Appears in 1 contract

Samples: Stock Option Agreement (Texas Instruments Inc)

Conditions to Delivery of Shares. The Company's obligation to deliver Shares upon exercise of the Option is subject only to the conditions that: (i) No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States prohibiting the delivery of the Shares shall be in effect; and (ii) Any applicable waiting periods under the HartXxxx-Xxxxx-Xxxxxx Xxxitrust Antitrust Improvements Act of 1976 0000 (xxx "XXX XXX") xxxll shall have expired or been terminated; and (iii) All consents, approvals, orders, notifications, filings or authorizations, the failure of which to make or obtain would have the effect of making the issuance of Shares to Parent illegal ("OTHER REQUISITE CONSENTS"), shall have been made or obtained.

Appears in 1 contract

Samples: Merger Agreement (Unitrode Corp)

Conditions to Delivery of Shares. The CompanyGrantor's obligation to deliver Shares upon exercise of the Option is subject only to the conditions that: (ia) No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States prohibiting the delivery of the Shares shall be in effect; and (iib) Any applicable waiting periods under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976 (xxx "XXX XXXXxx") xxxll have expired or been terminated; and (iii) All terminated and all other consents, approvals, orders, notifications, filings notifications or authorizations, the failure of which to obtain or make or obtain would have the effect of making the issuance of the Shares to Parent illegal (collectively, the "OTHER REQUISITE CONSENTSRegulatory Approvals"), ) shall have been made obtained or obtainedmade.

Appears in 1 contract

Samples: Stock Option Agreement (Health Care & Retirement Corp / De)

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