Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 10 contracts
Samples: Merger Agreement (PhenomeX Inc.), Merger Agreement (CDK Global, Inc.), Merger Agreement (Dover Motorsports Inc)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 8 contracts
Samples: Merger Agreement (Steinberg Michael), Merger Agreement (RiverRoad Capital Partners, LLC), Merger Agreement (Lewis & Clark Ventures I, LP)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as reasonably practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 8 contracts
Samples: Merger Agreement (Deciphera Pharmaceuticals, Inc.), Merger Agreement (Harmony Biosciences Holdings, Inc.), Merger Agreement (Zynerba Pharmaceuticals, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, Offer without a vote meeting of the stockholders of the Company Company, in accordance with Section 251(h) of the DGCL.
Appears in 6 contracts
Samples: Merger Agreement (Lumos Pharma, Inc.), Merger Agreement (Rain Oncology Inc.), Merger Agreement (Miromatrix Medical Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote on the adoption of this Agreement by the stockholders holders of the Companyshares of Company Common Stock. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become become, and that the Merger shall become, effective as soon as practicable following the consummation (within the meaning of Section 251(h251(h)(6) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 5 contracts
Samples: Merger Agreement (Morphic Holding, Inc.), Merger Agreement (TSR Inc), Merger Agreement (Alpine Immune Sciences, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 5 contracts
Samples: Merger Agreement (Minerals Technologies Inc), Merger Agreement (Amcol International Corp), Merger Agreement (M/a-Com Technology Solutions Holdings, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote on the adoption of this Agreement by the stockholders holders of the Companyshares of Company Common Stock. The parties agree to take all necessary and appropriate action to cause the Merger to become become, and that the Merger shall become, effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 5 contracts
Samples: Merger Agreement (Stryker Corp), Merger Agreement (Vocera Communications, Inc.), Merger Agreement (Dermira, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote on the adoption of this Agreement by the holders of shares of the stockholders of the CompanyCompany Common Stock. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become become, and that the Merger shall become, effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 4 contracts
Samples: Merger Agreement (XOMA Corp), Merger Agreement (Kinnate Biopharma Inc.), Merger Agreement (Theseus Pharmaceuticals, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as reasonably practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Poseida Therapeutics, Inc.), Merger Agreement (GenMark Diagnostics, Inc.), Merger Agreement (Amag Pharmaceuticals, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties Parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as reasonably practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 3 contracts
Samples: Merger Agreement (Hill International, Inc.), Merger Agreement (Amplify Snack Brands, INC), Merger Agreement (Hershey Co)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties Parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 3 contracts
Samples: Merger Agreement (United Rentals, Inc.), Merger Agreement (Biotelemetry, Inc.), Merger Agreement
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties Parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as reasonably practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 3 contracts
Samples: Merger Agreement, Merger Agreement (Franklin UK Bidco LTD), Merger Agreement (Planet Payment Inc)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 3 contracts
Samples: Merger Agreement (Vitae Pharmaceuticals, Inc), Merger Agreement (Jazz Pharmaceuticals PLC), Merger Agreement (Celator Pharmaceuticals Inc)
Merger Without Meeting of Stockholders. The Merger shall will be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to hereto will take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the OfferOffer Acceptance Time, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 2 contracts
Samples: Merger Agreement (Anadigics Inc), Merger Agreement (Anadigics Inc)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the OfferOffer (but in any event within one (1) business day of the date on which the Offer Acceptance Time occurs), without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 2 contracts
Samples: Merger Agreement (Datawatch Corp), Merger Agreement (Altair Engineering Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders Stockholders (or of the any other class of Company Capital Stock) in accordance with Section 251(h) of the DGCL.
Appears in 2 contracts
Samples: Merger Agreement (Athlon Energy Inc.), Merger Agreement (Encana Corp)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the OfferOffer Acceptance Time, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Onvia Inc), Agreement and Plan of Merger (Rightside Group, Ltd.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section section 251(h) of the DGCL.
Appears in 2 contracts
Samples: Merger Agreement (Vmware, Inc.), Merger Agreement (Carbon Black, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote on the adoption of this Agreement by the holders of shares of the stockholders of the CompanyCompany Common Stock. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become become, and that the Merger shall become, effective as soon as practicable following the consummation (within the meaning of Section 251(h251(h)(6) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 2 contracts
Samples: Merger Agreement (NGM Biopharmaceuticals Inc), Merger Agreement (Pardes Biosciences, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree Parent, HoldCo, Merger Sub and the Company each agrees to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 2 contracts
Samples: Merger Agreement (Steinhoff International Holdings N.V.), Merger Agreement (Mattress Firm Holding Corp.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as reasonably practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Samples: Merger Agreement (Xenoport Inc)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to Parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the OfferOffer Acceptance Time, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.. 2.5
Appears in 1 contract
Samples: Merger Agreement (Borderfree, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCLDGCL unless a Triggering Event occurs, without a vote in which case, the Merger shall be governed by Section 253 of the stockholders of the CompanyDGCL. The parties agree to Parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the OfferOffer Acceptance Time, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL or, following a Triggering Event, Section 253 of the DGCL.
Appears in 1 contract
Samples: Merger Agreement (Ceres, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties Parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Samples: Merger Agreement (MyoKardia, Inc.)
Merger Without Meeting of Stockholders. The Merger shall will be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the CompanyExa. The parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company Exa in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote of the stockholders of the Company Company, in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Samples: Merger Agreement (Diamond Resorts International, Inc.)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) (but in any event within one (1) business day) of the Offerdate on which the Offer Acceptance Time occurs, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Samples: Merger Agreement (Envivio Inc)
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties hereto agree to take all necessary and appropriate action actions to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Merger Without Meeting of Stockholders. The Merger shall be governed by and effected under Section 251(h) of the DGCL, without a vote of the stockholders of the Company. The parties Parties agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable following the consummation (within the meaning of Section 251(h) of the DGCL) of the Offer, without a vote meeting of the stockholders of the Company in accordance with Section 251(h) of the DGCL.
Appears in 1 contract
Samples: Merger Agreement (Exa Corp)
