Common use of No Restrictions on the Merger; Takeover Statutes Clause in Contracts

No Restrictions on the Merger; Takeover Statutes. No ------------------------------------------------ applicable takeover statute or similar Law and no provision of the Certificate of Incorporation or By-laws, or other organizational document or governing instruments of Tritel or any of its Subsidiaries or any Tritel Material Agreement to which any of them is a party (a) would or would purport to impose restrictions which might adversely affect or delay the consummation of the transactions contemplated by this Agreement, the Tritel Voting Agreement, the Investor Stockholder Agreement or the Stockholders Agreement or (b) as a result of the consummation of the transactions contemplated by this Agreement, the Tritel Voting Agreement or the Stockholders Agreement (i) would or would purport to restrict or impair the ability of the Holding Company to vote or otherwise exercise the rights of a stockholder with respect to securities of Tritel, any of its Subsidiaries or Tritel II or (ii) would or would purport to entitle any Person to acquire securities of Tritel or Tritel II.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization and Contribution (Telecorp PCS Inc), Agreement and Plan of Reorganization and Contribution (Telecorp PCS Inc)

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No Restrictions on the Merger; Takeover Statutes. No applicable ------------------------------------------------ applicable takeover statute or similar Law and no provision of the Certificate of Incorporation or By-laws, or other organizational document or governing instruments of Tritel TeleCorp or any of its Subsidiaries or any Tritel TeleCorp Material Agreement to which any of them is a party (a) would or would purport to impose restrictions which might adversely affect or delay the consummation of the transactions contemplated by this Agreement, the Tritel TeleCorp Voting Agreement, the Investor Stockholder Agreement or the Stockholders Agreement or (b) as a result of the consummation of the transactions contemplated by this Agreement, the Tritel TeleCorp Voting Agreement or the Stockholders Agreement (i) would or would purport to restrict or impair the ability of the Holding Company to vote or otherwise exercise the rights of a stockholder with respect to securities of TritelTeleCorp, any of its Subsidiaries or Tritel II XxxxXxxx XX or (ii) would or would purport to entitle any Person to acquire securities of Tritel TeleCorp or Tritel IIXxxxXxxx XX.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization and Contribution (Telecorp PCS Inc), Agreement and Plan of Reorganization and Contribution (Telecorp PCS Inc)

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No Restrictions on the Merger; Takeover Statutes. No ------------------------------------------------ applicable takeover statute or similar Law and no provision of the Certificate of Incorporation or By-laws, or other organizational document or governing instruments of Tritel TeleCorp or any of its Subsidiaries or any Tritel TeleCorp Material Agreement to which any of them is a party (a) would or would purport to impose restrictions which might adversely affect or delay the consummation of the transactions contemplated by this Agreement, the Tritel TeleCorp Voting Agreement, the Investor Stockholder Agreement or the Stockholders Agreement or (b) as a result of the consummation of the transactions contemplated by this Agreement, the Tritel TeleCorp Voting Agreement or the Stockholders Agreement (i) would or would purport to restrict or impair the ability of the Holding Company to vote or otherwise exercise the rights of a stockholder with respect to securities of TritelTeleCorp, any of its Subsidiaries or Tritel II XxxxXxxx XX or (ii) would or would purport to entitle any Person to acquire securities of Tritel TeleCorp or Tritel IIXxxxXxxx XX.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Contribution (Tritel Inc)

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