Common use of Procedures for Requesting Parent Consent Clause in Contracts

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Gartner Inc), Arrangement Agreement (Nuance Communications, Inc.), Agreement and Plan of Merger (Nuance Communications, Inc.)

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Procedures for Requesting Parent Consent. (a) If the Company desires shall desire to take an action which would be prohibited pursuant to Section 4.1 of this Agreement 5.1(b) hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-e mail or facsimile to both of the following individuals:individual, and may not take such action until such consent in writing has been received from the following individual: Xxxxx X. Xxxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 E mail address: xxxxx.xxxxxxx@xxxxxxxxxxx.xxx

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Scopus Video Networks Ltd.), Agreement and Plan of Merger (Scopus Video Networks Ltd.), Agreement and Plan of Merger (Harmonic Inc)

Procedures for Requesting Parent Consent. If Notwithstanding Section 8.2, if the Company desires to take an any action which would be prohibited pursuant to Section 4.1 of this Agreement 4.1(b) hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both the individuals identified on Schedule 4.2 hereof, and may not take such action until such consent in writing has been received from one of the following such individuals:. Parent shall use commercially reasonable efforts to respond to all such requests as promptly as practicable.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sun Microsystems, Inc.), Agreement and Plan of Merger (Seebeyond Technology Corp)

Procedures for Requesting Parent Consent. If the Company desires shall desire to take an action which would be prohibited pursuant to Section 4.1 of this Agreement 4.2 hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:individual, and may not take such action until such consent in writing has been received from the following individual: Xxxxxx xx Xxxxx, President and Chief Operating Officer of Parent; email: xxxxxxxx@xxxxxxx.xxx.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Poseida Therapeutics, Inc.), Agreement and Plan of Merger and Reorganization (Poseida Therapeutics, Inc.)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 SECTION 5.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Scansoft Inc), Agreement and Plan of Merger (Scansoft Inc)

Procedures for Requesting Parent Consent. If Notwithstanding Section 9.2, if the Company desires to take an any action which would be prohibited pursuant to Section 4.1 of this Agreement 5.1(b) hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both the individuals identified on Schedule 5.2 hereof, and may not take such action until such consent in writing has been received from one of the following such individuals:.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Quantum Corp /De/), Agreement and Plan of Merger (Advanced Digital Information Corp)

Procedures for Requesting Parent Consent. If Notwithstanding Section 8.2, if the Company desires to take an any action which would be prohibited pursuant to Section 4.1 of this Agreement 4.1(b) hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:individuals identified on Schedule 4.2 hereof, and consent from any one such individual by email, facsimile or other writing shall satisfy such requirement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cybersource Corp), Agreement and Plan of Merger (Visa Inc.)

Procedures for Requesting Parent Consent. If Notwithstanding Section 10.2, if the Company desires to take an any action which would be prohibited pursuant to Section 4.1 of this Agreement 5.1(b) hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both the individuals identified on Schedule 5.2 hereof, and may not take such action until such consent in writing has been received from one of the following such individuals:. Such individuals shall not unreasonably delay in responding to any such request.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Castelle \Ca\), Agreement and Plan of Merger (Captaris Inc)

Procedures for Requesting Parent Consent. If Notwithstanding Section 8.2, if the Company desires to take an any action which would be prohibited pursuant to Section 4.1 of this Agreement 4.1(b) hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both the individuals identified on Schedule 4.2 hereof, and may not take such action until such consent in writing (including by way of the following reply email) has been received from one of such individuals:.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tarantella Inc), Agreement and Plan of Merger (Scientific Technologies Inc)

Procedures for Requesting Parent Consent. If Notwithstanding Section 8.2, if the Company desires to take an any action which would be prohibited pursuant to Section 4.1 of this Agreement 4.1(b) hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both the individuals identified on Schedule 4.2 hereof, and may not take such action until such consent in writing has been received from one of the following such individuals:.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Storage Technology Corp), Agreement and Plan of Merger (Sun Microsystems, Inc.)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both each of the following individuals:individuals listed on Schedule 4.2. Any of the parties set forth on Schedule 4.2 may grant consent on behalf of Parent to the taking of any action which would otherwise be prohibited pursuant to Section 4.1 by e-mail or such other notice that complies with the provisions of Section 9.1.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Electronic Arts Inc.)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:individual, and may not take such action until such consent in writing has been received from the following individual: Villi Iltchev Telephone: (000) 000-0000 E-mail address: xxxxxxxx@xxxxxxxxxx.xxx

Appears in 1 contract

Samples: Agreement and Plan of Merger (Salesforce Com Inc)

Procedures for Requesting Parent Consent. If Notwithstanding Section 8.2, if the Company desires to take an any action which that would be prohibited pursuant to Section 4.1 of this Agreement 4.1(b) without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both the individuals identified on Schedule 4.2 of the following individuals:Parent Disclosure Schedule, and consent from any one such individual by email, facsimile or other writing shall satisfy such requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Broadcom Corp)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:individual: Xxxx Xxxxxxxxxx, Executive Vice President & Chief Operating Officer Telephone: (000) 000-0000 E-mail address: xxxx.xxxxxxxxxx@xxxxxx.xxx

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chicos Fas Inc)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both each of the following individuals:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)

Procedures for Requesting Parent Consent. If the Company desires to take an action action, which would be prohibited pursuant to Section SECTION 4.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Scansoft Inc)

Procedures for Requesting Parent Consent. If the Company desires to take an action which that would be prohibited pursuant to Section SECTION 4.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)

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Procedures for Requesting Parent Consent. If the Company desires to take an action which which, without the written consent of Parent, would be prohibited pursuant to Section 4.1 of this Agreement without the written consent of Parent5.1 hereof, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both each of the following individuals:, and may not take such action until such consent in writing has been received from any of the following individuals: Vice President, Corporate Development Telephone: (000) 000-0000 E-mail address: xxxxxx@xxxxxxxxxx.xxx

Appears in 1 contract

Samples: Share Purchase Agreement (Salesforce Com Inc)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or and facsimile to both of the following individuals:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)

Procedures for Requesting Parent Consent. If the Company desires Acquired Companies shall desire to take an action which would be prohibited pursuant to Section 4.1 of this Agreement 4.2 hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individualsindividual, and may not take such action until such consent in writing has been received from the following individual:

Appears in 1 contract

Samples: Agreement and Plan of Merger And (Dot Hill Systems Corp)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:individual: Xxxx XxXxxxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 E-mail address: xxxxxxxxxxx@xxxxxxxxxxx.xxx

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nanometrics Inc)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 SECTION 5.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:: -48-

Appears in 1 contract

Samples: Agreement and Plan of Merger (Scansoft Inc)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 5.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Epicor Software Corp)

Procedures for Requesting Parent Consent. If Notwithstanding Section 8.2, if the Company desires to take an any action which would be prohibited pursuant to Section 4.1 of this Agreement 4.1(b) hereof without the written consent of ParentParent (which consent shall not be unreasonably withheld), prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both of the following individuals:individuals identified on Schedule 4.2 hereof, and consent from any one such individual by email, facsimile or other writing shall satisfy such requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intellisync Corp)

Procedures for Requesting Parent Consent. If the Company desires shall desire to take an action which would be prohibited pursuant to Section 4.1 of this Agreement 5.1(b) hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both each of the following individuals:, and may not take such action until such consent in writing has been received from either of the following individuals: Nuance Communications, Inc.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 of this Agreement hereof without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-mail or facsimile to both each of the following individuals:individuals (and Parent shall cause such individuals to respond in less than 72 hours to each such request, it being agreed that failure to so respond within such 72 hours (time being of the essence) shall be deemed the granting of consent by Parent):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Taleo Corp)

Procedures for Requesting Parent Consent. If the Company desires to take an action which would be prohibited pursuant to Section 4.1 5.1 of this Agreement without the written consent of Parent, prior to taking such action the Company may request such written consent by sending an e-e mail or facsimile to both of the following individuals:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Epicor Software Corp)

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