Common use of Merger Without Meeting of Stockholders Clause in Contracts

Merger Without Meeting of Stockholders. Notwithstanding the foregoing, if Merger Sub, or any other direct or indirect subsidiary of Purchaser, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the Offer, the parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding Section 1.8, in the foregoing, if Merger Sub, or any other direct or indirect subsidiary of Purchaser, shall acquire event that Sub has acquired at least 90 ninety percent (90%) of the outstanding shares of Common Stock each class of capital stock of the Company entitled to vote on the Merger, pursuant to the OfferOffer or otherwise, the parties hereto shall agree, at the request of Parent and subject to SECTION 7, to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer such acquisition, without a meeting of stockholders of the Company, in accordance with Section 253 of and subject to the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding the foregoing, -------------------------------------- if Merger Sub, or together with any other direct or indirect subsidiary of Purchaser, shall acquire own at least 90 percent 90% of the outstanding shares of Common Stock pursuant to upon consummation of the Offer, the parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable practicable, and in any event within five Business Days, after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding the foregoing, if Merger Sub, or any other direct or indirect subsidiary of Purchaser, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the OfferStock, the parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable practicable, and in any event within five business days, after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding In the foregoing, if Merger event that Sub, or any other direct or indirect subsidiary Subsidiary of PurchaserInvestor, shall acquire at least 90 percent 90% of the outstanding shares of Common Stock pursuant to and at least 90% of the Offeroutstanding shares of the Exchangeable Preferred, the parties hereto shall agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding the foregoing-------------------------------------- foregoing in this Article II, if Merger in the event that Sub, or any other direct or indirect subsidiary of PurchaserParent, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the OfferStock, the parties hereto shall agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding In the foregoing, if event that Merger SubSubsidiary, or any other direct or indirect subsidiary of PurchaserPLC, shall acquire at least 90 percent of the outstanding shares of Common Stock Shares pursuant to the Tender Offer, the parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Tender Offer without a meeting vote of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding the foregoing, if Merger Sub, or any other direct or indirect subsidiary of Purchaser, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the OfferStock, the parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding the foregoing, if Merger in the event that Sub, or any other direct or indirect subsidiary of PurchaserParent, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the OfferStock, the parties hereto shall agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding In the foregoing, if event that Merger Sub, or any other direct or indirect subsidiary of Purchaser, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the OfferShares, the parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting vote of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding the foregoing, if Merger Sub, or together with any other direct or indirect subsidiary of Purchaser, shall acquire own at least 90 percent 90% of the outstanding shares of Common Stock pursuant to upon consummation of the Offer, the parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable practicable, and in any event within ten business days, after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding the foregoing, if Merger Sub, or any other direct or indirect subsidiary Subsidiary of Purchaser, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the OfferStock, the parties hereto to this Agreement shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.

Merger Without Meeting of Stockholders. Notwithstanding the foregoingforegoing in this Article II, if Merger in the event that Sub, or any other direct or indirect subsidiary of PurchaserParent, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the OfferStock, the parties hereto shall agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.. Section 2.9

Merger Without Meeting of Stockholders. Notwithstanding the foregoingforegoing but subject to the provisions of Section 8.3(f), if Merger Sub, or any other direct or indirect subsidiary of Purchaser, shall acquire at least 90 percent 90% of the outstanding shares of Common Stock pursuant to the OfferStock, the parties hereto shall take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCLCBCA.

Merger Without Meeting of Stockholders. Notwithstanding -------------------------------------- the foregoing, if Merger in the event that Sub, or any other direct or indirect subsidiary of PurchaserParent, shall acquire at least 90 percent of the outstanding shares of Common Stock pursuant to the OfferStock, the parties hereto shall agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the expiration of the Offer without a meeting of stockholders of the Company, in accordance with Section 253 of the DGCL.