Intention to Merge Sample Clauses

Intention to Merge. 4 2.2 Principal Terms of Merger.................................5
Sample 1
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Intention to Merge. Promptly following consummation of the Offer, Purchaser and the Company agree to take all steps required by law or as may be otherwise necessary or advisable to effect the Merger, including without limitation preparing and submitting for approval by their respective boards of directors of a definitive merger agreement to be entered into between the Company and Purchaser (the "Merger Agreement") and convening of their respective extraordinary general meetings of shareholders for the purpose of considering the Merger. The obligations of Purchaser and the Company to effect the Merger will be subject to Applicable Japanese Laws and the approval of the Merger by the requisite vote of the Shareholders and the shareholders of Purchaser. The parties acknowledge that, in the Shareholder Agreement, Purchaser, ALAP xxx the Principal Shareholders have evidenced their intention to effect the Merger and have agreed to certain voting and Share transfer provisions designed to ensure that the Merger will occur.
Sample 1

Related to Intention to Merge

  • Agreement to Merge The parties to this Agreement agree to effect the Merger herein provided for, subject to the terms and conditions set forth herein.

  • Amendment to Merger Agreement The Merger Agreement shall be amended as follows:

  • Amendments to Merger Agreement The Merger Agreement is hereby amended as follows:

  • Termination of Prior Agreement Upon the effectiveness of this Agreement, the Prior Agreement shall terminate and be of no further force and effect, and shall be superseded and replaced in its entirety by this Agreement.

  • Termination of Merger Agreement Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.

  • Termination of Merger 9.1 This Agreement may be terminated and the Merger abandoned at any time prior to the Effective Date, whether before or after shareholder approval of this Agreement, by the consent of the Board of Directors of MLGT and CXNG.

  • Termination of Prior Agreements The execution of this Agreement shall be deemed to constitute the termination as of the Effective Date of any and all prior agreements between an Acquiring Fund and an Acquired Fund that relates to the investment by any Acquiring Fund in any Acquired Fund in reliance on a participation agreement, exemptive order or other arrangement among the parties intended to achieve compliance with Section 12(d)(1) of the 1940 Act (the “Prior Section 12 Agreements”). The parties hereby waive any notice provisions, conditions to termination, or matters otherwise required to terminate such Prior Section 12 Agreements.

  • Merger or Consolidation or Change of Name of Rights Agent (a) Any corporation into which the Rights Agent or any successor Rights Agent may be merged or with which it may be consolidated, or any corporation resulting from any merger or consolidation to which the Rights Agent or any successor Rights Agent shall be a party, or any corporation succeeding to the corporate trust or stock transfer business of the Rights Agent or any successor Rights Agent, shall be the successor to the Rights Agent under this Agreement without the execution or filing of any paper or any further act on the part of any of the parties hereto; provided, however, that such corporation would be eligible for appointment as a successor Rights Agent under the provisions of Section 21 hereof. In case at the time such successor Rights Agent shall succeed to the agency created by this Agreement, any of the Rights Certificates shall have been countersigned but not delivered, any such successor Rights Agent may adopt the countersignature of a predecessor Rights Agent and deliver such Rights Certificates so countersigned; and in case at that time any of the Rights Certificates shall not have been countersigned, any successor Rights Agent may countersign such Rights Certificates either in the name of the predecessor or in the name of the successor Rights Agent; and in all such cases such Rights Certificates shall have the full force provided in the Rights Certificates and in this Agreement.

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