Interim Transactions Committee. Immediately following satisfaction of the condition listed in Section 6.1(c), MeriStar and ASC shall constitute and establish a committee, which will evaluate and consider any proposed action or transaction of the type referred to in Sections 5.1 or 5.2 of this Agreement or the settlement of any stockholder derivative or class action claims arising out of or in connection with any of the transactions contemplated by this Agreement between the date hereof and the Effective Time (the "Interim Transactions Committee"). The Interim Transactions Committee will consist of two individuals selected by ASC, who are reasonably acceptable to MeriStar, and two individuals selected by MeriStar, who are reasonably acceptable to ASC. The Interim Transactions Committee shall act only by the affirmative vote of at least three of the four members thereof. The Interim Transactions Committee shall be abolished at the Effective Time.
Interim Transactions Committee. 44 6.6 Compliance with the Securities Act................................ 44
Interim Transactions Committee. Promptly following the execution of this Agreement, CapStar and AGH will constitute and establish a committee which will evaluate and consider any proposed commitment, contractual obligation, capital expenditure or transaction of the type referred to in Sections 6.3 or 6.4 of this Agreement, or the settlement of any stockholder derivative or class action claims arising out of or in connection with any of the transactions contemplated by this Agreement between the date hereof and the Effective Time (the "INTERIM TRANSACTIONS COMMITTEE"). The Interim Transactions Committee will consist of two individuals selected by AGH, who are reasonably acceptable to CapStar, and two individuals selected by CapStar, who are reasonably acceptable to AGH. The Interim Transactions Committee will act only by the affirmative vote of at least three of the four members thereof. The Interim Transactions Committee will be abolished at the Effective Time.
Interim Transactions Committee. Weeks and Duke shall establish an interim transactions committee (the "Interim Transactions Committee") consisting of three individuals nominated by each. The Interim Transactions Committee shall review and jointly evaluate (but will not have the power to approve or disapprove) acquisition, budget and capital improvement activities of each of Weeks and Duke between the date hereof and the Effective Time.
Interim Transactions Committee. (i) Bay will not, and will cause each of its Subsidiaries not to, and (ii) Avalon will not, and will cause each of its Subsidiaries not to:
Interim Transactions Committee. Promptly following the execution ------------------------------ of this Agreement, Patriot and Wyndham shall constitute and establish a committee which shall evaluate and consider proposed acquisitions or other transactions ("Transactions") by Patriot or Wyndham or any of their respective Subsidiaries between the date hereof and the Effective Time (the "Interim Transactions Committee"). The Interim Transactions Committee shall consist of Xxxx Xxxxxxxx, an individual selected by Patriot who is reasonably satisfactory to Wyndham, and two individuals selected by Wyndham who are reasonably acceptable to Patriot. The Interim Transactions Committee shall be abolished at the Effective Time. Transactions by Patriot or any of the Patriot Subsidiaries involving a proposed purchase price (inclusive of any indebtedness to be assumed in connection therewith) (A) exceeding $100,000,000 individually, or (B) that, when taken together with all previous Transactions entered into by Patriot or any of the Patriot Subsidiaries between the date of this Agreement and the Effective Time, would exceed $100,000,000 (the "Patriot Transactions Threshold"), shall require the approval of a majority of the members of the Interim Transactions Committee, in addition to any other approvals that may be sought by Patriot or required by law; provided, however, that this Section 8.2(f) shall not apply to any of the transactions permitted by Sections 8.2(d)(ii) or 8.2(e); and provided, further, that between the date of the Business Combination and the Effective Time, neither BMOC nor any of the BMOC Subsidiaries shall engage in Transactions exceeding the Patriot Transaction Threshold without the prior approval of Wyndham (provided that for purposes of this Section 8.2(f), such Transactions by BMOC or any of the BMOC Subsidiaries shall be included for purposes of computing the Patriot Transactions Threshold). Notwithstanding Section 8.2(d)(i)(A), Patriot or any of the Patriot Subsidiaries, or with respect to the following clause (A), BMOC or any of the BMOC Subsidiaries, may (A) acquire or invest in any hospitality or related assets involving a proposed purchase price (inclusive of any indebtedness to be assumed in connection therewith) not exceeding the Patriot Transactions Threshold, and (B) subject to Section 8.2(j), merge or consolidate with, or acquire all or substantially all of the assets, or beneficial ownership of fifty percent (50%) or more of the outstanding capital stock or other equ...
Interim Transactions Committee. Urban and Head Acquisition LP shall establish an interim transactions committee (the "INTERIM TRANSACTIONS COMMITTEE") consisting of three individuals nominated by each. The Interim Transactions Committee shall review and jointly evaluate (but will not have the power to approve or disapprove) acquisition, budget and capital improvement activities of Urban and the Urban Subsidiaries between the date of this Agreement and the Effective Time.
Interim Transactions Committee. Promptly following the execution of this Agreement, MeriStar and FelCor will constitute and establish a committee (the "Interim Transactions Committee") which will evaluate and consider any proposed commitment, contractual obligation, capital expenditure or transaction of the type referred to in Sections 6.3 or 6.4 of this Agreement, or the settlement of any stockholder derivative or class action claims arising out of or in connection with any of the transactions contemplated by this Agreement between the date hereof and the Effective Time. The Interim Transactions Committee will consist of the President and Chief Executive Officer of FelCor, or such other individual selected by FelCor who is reasonably acceptable to MeriStar, and the Chairman and Chief Executive Officer of MeriStar, or such other individual selected by MeriStar who is reasonably acceptable to FelCor. The Interim Transactions Committee will act only by the affirmative vote of both members thereof. The Interim Transactions Committee will be abolished at the Effective Time.
Interim Transactions Committee. Bay and Avalon shall establish an interim transactions committee (the "Interim Transactions Committee") consisting of the individuals listed on Exhibit A. Subject to any approvals that may be required by law or otherwise on the part of Bay or Avalon, the Interim Transactions Committee shall approve acquisition, budget and capital improvement activities (including activities otherwise prohibited by Article IV of this Agreement) of each of Bay and Avalon between the date hereof and the Effective Time.
Interim Transactions Committee. Promptly following the execution ------------------------------ of this Agreement, Patriot and the Company will constitute and establish a committee which will evaluate and consider proposed Transactions by the Company or any of its Subsidiaries between the date hereof and the Effective Time (the "Interim Transactions Committee"). The Interim Transactions Committee will consist of two individuals selected by Patriot who are reasonably satisfactory to the Company and two individuals selected by the Company who are reasonably acceptable to Patriot and will act only by the vote of at least three of the four members thereof. For purposes hereof, the Chairman, Chief Operating Officer and Chief Financial Officer of each of the Company and Patriot will be deemed to be satisfactory to the other. The Interim Transactions Committee will be abolished at the Effective Time. The Interim Transactions Committee will have the power to make all of the determinations contemplated to be made by it pursuant to this Agreement.
