Delisting. Each of the parties agrees to cooperate with the other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares from NASDAQ and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Shockwave Medical, Inc.), Agreement and Plan of Merger (Ambrx Biopharma, Inc.), Agreement and Plan of Merger (Ambrx Biopharma, Inc.)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from NASDAQ Nasdaq and terminate its registration under the Exchange Act, ; provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Dicks Sporting Goods Inc), Agreement and Plan of Merger (Galyans Trading Co Inc), Agreement and Plan of Merger (Galyans Trading Co Inc)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from NASDAQ Nasdaq and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until or after the Effective Time. After the Effective Time, the Company shall also, upon Parent’s request, take all action necessary to elect to be treated as a “controlled company” as defined by Nasdaq Marketplace Rule 5615(c) and make all necessary filings and disclosures associated with such status.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AMICAS, Inc.), Agreement and Plan of Merger (Merge Healthcare Inc)
Delisting. Each of the The parties agrees agree to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from NASDAQ the Nasdaq National Market and to terminate its registration under the Exchange Act; provided, provided however, that such delisting and termination shall not be effective until after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (National Atlantic Holdings Corp), Agreement and Plan of Merger (National Atlantic Holdings Corp)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares from NASDAQ Nasdaq and from the FSE and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until or after the Effective Time.
Appears in 2 contracts
Samples: Merger Agreement (Rofin Sinar Technologies Inc), Merger Agreement (Coherent Inc)
Delisting. Each of the parties agrees to hereto shall cooperate with the each other parties in taking, taking or causing to be taken, all actions necessary to delist all of the Company Shares Company's securities from NASDAQ the Nasdaq National Market System and to terminate its registration under the Exchange Act; provided, provided that such delisting and termination shall not be effective until after the Effective TimeDate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kofax Image Products Inc), Agreement and Plan of Merger (Silver David S)
Delisting. Each of the parties agrees to reasonably cooperate with the other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares from NASDAQ and terminate its the Company’s registration under the Exchange Act, ; provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Reata Pharmaceuticals Inc), Agreement and Plan of Merger (Biogen Inc.)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions reasonably necessary to delist the Company Shares from NASDAQ NASDAQ/NMS and to terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until after the Effective TimeTime of the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (VMM Merger Corp), Agreement and Plan of Merger (Vdi Multimedia)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from NASDAQ and terminate its registration under the Exchange Act, ; provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (G&R Acquisition, Inc.), Agreement and Plan of Merger (Max & Ermas Restaurants Inc)
Delisting. Each of the parties hereto agrees to cooperate with the other parties party in taking, or causing to be taken, all actions necessary (i) to delist the Company Common Shares from NASDAQ Nasdaq and (ii) to terminate its the registration of the Common Shares under the Exchange Act, ; provided that such delisting and termination shall not be effective until after until, or as promptly as practical after, the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (National Home Health Care Corp), Agreement and Plan of Merger (National Home Health Care Corp)
Delisting. Each of the parties hereto agrees to cooperate with the other parties party in taking, or causing to be taken, all actions necessary (i) to delist the Company Common Shares from NASDAQ Nasdaq and (ii) to terminate its the registration of the Common Shares under the Exchange Act, provided that ; providedthat such delisting and termination shall not be effective until after until, or as promptly as practical after, the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (National Home Health Care Corp), Agreement and Plan of Merger (National Home Health Care Corp)
Delisting. Each of the parties agrees to cooperate with the other parties others in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from NASDAQ Nasdaq and terminate its registration under the Exchange Act, ; provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mens Wearhouse Inc), Agreement and Plan of Merger (Bank Jos a Clothiers Inc /De/)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from NASDAQ Nasdaq and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until after the expiration of the Offer or the Effective Time, as appropriate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bon Ton Stores Inc), Agreement and Plan of Merger (Elder Beerman Stores Corp)
Delisting. Each of the parties Parties agrees to cooperate with the other parties Parties in taking, or causing to be taken, all actions reasonably necessary to delist the Company Foamix Shares from NASDAQ Nasdaq and terminate its registration under the Exchange Act, provided provided, however, that such delisting and termination shall not be effective until after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Foamix Pharmaceuticals Ltd.), Agreement and Plan of Merger (Menlo Therapeutics Inc.)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from NASDAQ the Nasdaq National Market and terminate its registration under the Exchange Act; provided, provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Great American Financial Resources Inc), Agreement and Plan of Merger (Ceres Group Inc)
Delisting. Each of the parties agrees to hereto shall cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist all of the Company Shares Common Stock from NASDAQ the Nasdaq National Market and to terminate its registration under the Exchange Act; provided, provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rent a Center Inc De), Agreement and Plan of Merger (Rainbow Rentals Inc)
Delisting. Each of the parties Parties agrees to cooperate with the other parties Parties in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from NASDAQ Nasdaq and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until after the First Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Expedia, Inc.), Agreement and Plan of Reorganization (Homeaway Inc)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from the NASDAQ and to terminate its registration under the Exchange Act; provided, provided however, that such delisting and termination shall not be effective until after the Effective Time.
Appears in 1 contract
Delisting. Each of the parties Parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares from NASDAQ Nasdaq and to terminate its registration under the Exchange Act, ; provided that such delisting and termination shall not be effective until after the Effective TimeTime of the Arrangement.
Appears in 1 contract
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares from NASDAQ and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until or after the Effective Time.
Appears in 1 contract
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from NASDAQ the Nasdaq National Market and terminate its registration under the Exchange Act, ; provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Loehmanns Holdings Inc)
Delisting. Each of the parties to this Agreement agrees to cooperate with the other parties in taking, or causing to be taken, all actions reasonably necessary to delist the Company Otonomo Shares and Otonomo Warrants from NASDAQ Nasdaq and terminate its the registration of each under the Exchange Act, provided provided, however, that such delisting and termination shall not be effective until after the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Otonomo Technologies Ltd.)
Delisting. Each of the parties hereto agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from NASDAQ the Nasdaq and terminate its registration under the Exchange Act, ; provided that such delisting and termination shall not be effective until or after the Effective Time.
Appears in 1 contract
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Common Shares from NASDAQ Nasdaq and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Elder Beerman Stores Corp)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares Common Stock from NASDAQ the Nasdaq OTC Bulletin Board and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until after the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cypress Communications Holding Co Inc)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares from NASDAQ Nasdaq and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until or after the Effective Time.
Appears in 1 contract
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Ordinary Shares from NASDAQ Nasdaq and terminate its registration under the Exchange Act, provided that such delisting and termination shall not be effective until or after the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Top Image Systems LTD)
Delisting. Each of the parties agrees to cooperate with the each other parties in taking, or causing to be taken, all actions necessary to delist the Company Shares from NASDAQ Nasdaq and terminate its registration under the Exchange Act, provided that such delisting and termination shall will not be effective until or after the Effective Time.
Appears in 1 contract
