Demands for Appraisal Sample Clauses

Demands for Appraisal. The Company shall give Purchaser (i) prompt notice of any written demand for appraisal received by the Company pursuant to the applicable provisions of the DGCL, and (ii) the opportunity to participate in all negotiations and proceedings with respect to such demands. The Company shall not, except with the prior written consent of Purchaser, make any payment with respect to any such demands or offer to settle or settle any such demands.
AutoNDA by SimpleDocs
Demands for Appraisal. The Company shall give Parent (a) prompt notice of any written demand for appraisal received by the Company pursuant to the applicable provisions of the DGCL and (b) the opportunity to participate in all negotiations and proceedings with respect to such demands. The Company shall not, except with the prior written consent of Parent, make any payment with respect to any such demands or offer to settle or settle any such demands. Any communication to be made by the Company to any Stockholder with respect to such demands must be submitted and consented to in writing by Parent prior to delivery to any such Stockholder.
Demands for Appraisal. 31 8.5 Accountants' Comfort Letter................................31 8.6
Demands for Appraisal. The Company shall give Parent (i) prompt notice of any written demand for appraisal received by the Company pursuant to the applicable provisions of the DGCL, attempted written withdrawals of such demands, and any other instruments delivered pursuant to the DGCL and received by the First-Step Surviving Corporation relating to the Company Stockholders’ rights to appraisal with respect to the First Merger, and (ii) the opportunity to direct all negotiations and proceedings with respect to such demands. Parent shall not, except with the prior written consent of the Company (not to be unreasonably withheld, delayed or conditioned), make any payment with respect to any such demands or offer to settle or settle any such demands.
Demands for Appraisal. The applicable period during which Shareholders may properly demand appraisal of their Common Stock with respect to the Merger pursuant to Chapter 13 of the CGCL shall have expired, and the Company shall not have received demands for appraisal under said Chapter 13 from Shareholders owning more than an aggregate of five percent of the Outstanding Stock Amount.
Demands for Appraisal. The holders of not more than 10% of the outstanding shares of CFC Common Stock shall have duly delivered proper demands stating an intention to demand appraisal of and payment for their shares in accordance -44- MI01A/16412.5 with Section 607.1320 of the Florida Business Corporation Act.
Demands for Appraisal. The Company will give Parent (A) prompt notice of any demands for appraisal received by the Company, withdrawals of such demands and any other instruments served pursuant to the DGCL and received by the Company in respect of Dissenting Company Shares; and (B) the opportunity to participate in and direct all negotiations and Legal Proceedings with respect to demands for appraisal pursuant to the DGCL in respect of Dissenting Company Shares; provided, that the Company shall not be required to follow any such directions that, on advice of its outside counsel, it deems unreasonable, acting in good faith. The Company may not, except with the prior written consent of Parent (which consent may be withheld, conditioned or delayed in Parent’s sole discretion), make any payment with respect to any demands for appraisal or settle or offer to settle any such demands for payment in respect of Dissenting Company Shares.
AutoNDA by SimpleDocs
Demands for Appraisal. The holders of not more than 7.5% of the outstanding shares of Unifirst Common Stock shall have duly delivered proper demands stating an intention to demand appraisal of and payment for their shares in accordance with 12 C.F.R. ss.552.14.
Demands for Appraisal. The shares of Company Stock with respect to which a demand for appraisal pursuant to Section 262 of the DGCL has been properly made and not withdrawn shall not be greater than 5% of the issued and outstanding Company Common Stock entitled to vote at the Merger Special Meeting excluding the shares of Common Stock held by the shareholders listed on Schedule 6.2(c) from the numerator and denominator for the purposes of the calculation of such 5% limitation.
Demands for Appraisal. The Company shall give Purchaser (i) prompt notice of any written demand for appraisal received by the Company pursuant to the applicable provisions of the California Corporations Code, and (ii) the opportunity to participate in all negotiations and proceedings with respect to such demands. The Company shall not, except with the prior written consent of Purchaser, make any payment with respect to any such demands or offer to settle or settle any such demands.
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!