Proxy Statement; Special Meeting; Pubco Board Recommendation Sample Clauses

Proxy Statement; Special Meeting; Pubco Board Recommendation. Pubco Stockholder Approval 37 Section 7.02 No Solicitation of Transactions 39 Section 7.03 Access to Information 40 Section 7.04 Confidentiality Agreement 41 Section 7.05 Directors’ and Officers’ Indemnification 41 Section 7.06 Regulatory and Other Authorizations; Notices and Consents 42 Section 7.07 Tax Matters 42 Section 7.08 Pubco NASDAQ Listings; Public Filings 43 Section 7.09 Section 16 Matters 43 Section 7.10 Public Announcements 43 Section 7.11 Approval by Sole Stockholder of Merger Sub 44 Section 7.12 Further Actions 44 Section 7.13 Takeover Statutes 44 Section 7.14 Notification of Certain Matters 45 Section 7.15 Consulting Fee 45 Section 7.16 Resale Registration 45 Section 7.17 Employee Matters 45 ARTICLE VIII CONDITIONS TO THE MERGER Section 8.01 Conditions to the Obligations of Each Party 47 Section 8.02 Conditions to the Obligations of Pubco 47 Section 8.03 Conditions to the Obligations of the Company and Merger Sub 47 ARTICLE IX TERMINATION Section 9.01 Termination 48 Section 9.02 Effect of Termination 49 Section 9.03 Expenses; Termination Fee 49 ARTICLE X
Sample 1
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Related to Proxy Statement; Special Meeting; Pubco Board Recommendation

  • Scoping Meeting 4.2.1 A scoping meeting will be held within ten (10) Business Days after the Interconnection Request is deemed complete, or as otherwise mutually agreed to by the Parties. The Utility and the Interconnection Customer will bring to the meeting personnel, including system engineers and other resources as may be reasonably required to accomplish the purpose of the meeting. The scoping meeting may be omitted by mutual agreement in writing.

  • Final Meeting The goal of this subtask is to complete the closeout of this Agreement. The Recipient shall: • Meet with Energy Commission staff to present project findings, conclusions, and recommendations. The final meeting must be completed during the closeout of this Agreement. This meeting will be attended by the Recipient and CAM, at a minimum. The meeting may occur in person or by electronic conferencing (e.g., WebEx), with approval of the CAM. The technical and administrative aspects of Agreement closeout will be discussed at the meeting, which may be divided into two separate meetings at the CAM’s discretion. o The technical portion of the meeting will involve the presentation of findings, conclusions, and recommended next steps (if any) for the Agreement. The CAM will determine the appropriate meeting participants. o The administrative portion of the meeting will involve a discussion with the CAM and the CAO of the following Agreement closeout items:  Disposition of any state-owned equipment.  Need to file a Uniform Commercial Code Financing Statement (Form UCC-1) regarding the Energy Commission’s interest in patented technology.  The Energy Commission’s request for specific “generated” data (not already provided in Agreement products).  Need to document the Recipient’s disclosure of “subject inventions” developed under the Agreement.  “Surviving” Agreement provisions such as repayment provisions and confidential products.  Final invoicing and release of retention. • Prepare a Final Meeting Agreement Summary that documents any agreement made between the Recipient and Commission staff during the meeting.

  • Time Off for Meeting Any representative of the Union or the Bargaining Team, who is in the employ of the Employer, shall have the right to attend bargaining meetings with the Employer held within working hours without loss of remuneration.

  • Conclusion and Recommendations D. Evaluations for Offenders without a sex offense conviction shall answer the following additional referral questions in the evaluations:

  • JOINT SETTLEMENT RECOMMENDATION 2. Staff conducted an investigation of the Respondent’s activities. The investigation disclosed that the Respondent had engaged in activity for which the Respondent could be penalized on the exercise of the discretion of the Hearing Panel pursuant to s. 24.1 of By-law No. 1.

  • Initial Meeting (a) The parties must meet within 10 Business Days after the date of delivery of the dispute notice and attempt to resolve the dispute.

  • DIRECTORS’ STATEMENT After having considered all aspects of the Agreement, the Board is of the opinion that the Agreement is in the best interests of the Company.

  • Informal Meeting Before a formal hearing is conducted the University President or designee shall call a meeting with the charging party, the accused Bargaining Unit Faculty Member, and a representative of the AAUP-WSU. The purpose of this meeting shall be to attempt resolution of the matter through informal discussion. Additional meetings may occur provided the University President or designee and the Bargaining Unit Faculty Member being charged believe that further meetings will serve a useful purpose.

  • Meeting Agenda 6.1 The Co-chairpersons will prepare an agenda and forward a copy of the agenda to all Joint Committee members at least one week in advance of the meeting (sample attached).

  • Manufacturer's Recommendations All work or materials shall be installed in accordance with the manufacturer's recommendations and requirements. The Contractor shall obtain the manufacturer’s recommendations and requirements, for its use at the Site in executing the Work, copies of bulletins, circulars, catalogues, or other publications bearing the manufacturer’s titles, numbers, editions, dates, etc. If the manufacturer’s recommendations and requirements are not available, the Contractor shall request installation instructions from the Design Professional.

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