Common use of Publication of the Announcement and the terms of the Acquisition Clause in Contracts

Publication of the Announcement and the terms of the Acquisition. 2.1 The obligations of the parties under this Agreement, other than clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 (inclusive), shall be conditional on the release of the Announcement via a Regulatory Information Service at or before 8:00 a.m. on the date of this Agreement or such later time and date as the parties may agree (and, where required by the Code, the Panel may approve). Clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 (inclusive) shall take effect on and from execution of this Agreement. 2.2 The terms of the Acquisition shall be as set out in the Announcement, together with such other terms as may be permitted by this Agreement or otherwise agreed by the parties in writing (save in the case of an improvement to the terms of the Acquisition, which will be at the absolute discretion of Take-Two) and, where required by the Code, approved by the Panel. The terms of the Acquisition at the date of publication of the Acquisition Document shall be set out in the Acquisition Document. If Take-Two elects to implement the Transaction by way of an Offer in accordance with clause 6, the terms of the Acquisition shall be set out in the announcement of the switch to a Takeover Offer and in the Offer Document.

Appears in 6 contracts

Samples: Amendment and Restatement Agreement, Amendment and Restatement Agreement, Co Operation Agreement (Take Two Interactive Software Inc)

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Publication of the Announcement and the terms of the Acquisition. 2.1 The obligations of the parties under this Agreement, other than clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 (inclusive), shall be conditional on the release of the Announcement via a Regulatory Information Service at or before 8:00 a.m. on the date of this Agreement or such later time and date as the parties may agree (and, where required by the Code, the Panel may approve). Clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 (inclusive) shall take effect on and from execution of this Agreement. 2.2 The terms of the Acquisition shall be as set out in the Announcement, together with such other terms as may be permitted by this Agreement or otherwise agreed by the parties in writing (save in the case of an improvement to the terms of the Acquisition, which will be at the absolute discretion of Take-TwoEA and Bidco) and, where required by the Code, approved by the Panel. . 2.3 The terms of the Acquisition at the date of publication of the Acquisition Document shall be set out in the Acquisition Document. If Take-Two Bidco elects to implement the Transaction by way of an Offer in accordance with clause 6, the terms of the Acquisition shall be set out in the announcement of the switch to a Takeover an Offer and in the Offer Document.

Appears in 3 contracts

Samples: Co Operation Agreement (Electronic Arts Inc.), Co Operation Agreement, Co Operation Agreement

Publication of the Announcement and the terms of the Acquisition. 2.1 The obligations of the parties under this Agreement, other than clause 1, this clause 2.1 and clauses 11 10 to 19 18 (inclusive) and 21 20 to 26 24 (inclusive), shall be conditional on the release of the Announcement via a Regulatory Information Service at or before 8:00 a.m. on the date of this Agreement or such later time and date as the parties may agree (and, where required by the Code, the Panel may approve). Clause 1, this This clause 2.1 and clauses 11 10 to 19 18 (inclusive) and 21 20 to 26 24 (inclusive) shall take effect on and from execution of this Agreement. 2.2 The terms of the Acquisition shall be as set out in the Announcement, together with such other terms as may be permitted by this Agreement or otherwise agreed by the parties in writing (save in the case of an improvement to the terms of the Acquisition, which will be at the absolute discretion of Take-TwoBidco) and, where required by the Code, approved by the Panel. . 2.3 The terms of the Acquisition at the date of publication of the Acquisition Document shall be set out in the Acquisition Document. If Take-Two elects Should Bidco or ABG elect to implement the Transaction Acquisition by way of an Offer in accordance with clause 6, the terms of the Acquisition shall be set out in the announcement of the switch to a Takeover Offer Switch made in accordance with paragraph 8 of Appendix 7 of the Code and in the Offer Acquisition Document.

Appears in 1 contract

Samples: Cooperation Agreement

Publication of the Announcement and the terms of the Acquisition. 2.1 The obligations of the parties under this Agreement, other than clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 (inclusive)the Initial Provisions, shall be conditional on the release of the Announcement via a Regulatory Information Service at or before 8:00 a.m. on the date of this Agreement Agreement, or such later time and date as the parties may agree (and, where required by the Code, the Panel may approve). Clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 (inclusive) The Initial Provisions shall take effect on and from execution of this Agreement. 2.2 The terms of the Acquisition shall be as set out in the Announcement, together with such other terms as may be permitted by this Agreement or otherwise agreed by the parties in writing (save in the case of an improvement to the terms of the Acquisition, which will be at the sole and absolute discretion of Take-TwoBidco) and, where required by the Code, approved by the Panel. . 2.3 The terms of the Acquisition at the date of publication posting of the Acquisition Scheme Document shall be set out in the Acquisition Scheme Document. If Take-Two elects Should Bidco elect to implement the Transaction Acquisition by way of an Offer in accordance with clause 6, the terms of the Acquisition shall be set out in the announcement made in accordance with paragraph 8 of Appendix 7 of the switch to a Takeover Offer Code of the Switch and in the Offer Document.

Appears in 1 contract

Samples: Co Operation Agreement

Publication of the Announcement and the terms of the Acquisition. 2.1 The obligations of the parties Parties under this Agreement, other than clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 (inclusive), shall be conditional on the release of the Announcement via a Regulatory Information Service at or before 8:00 a.m. 5:00 p.m. on the date of this Agreement or such later time and date as the parties Parties may agree (and, where required by the Code, the Panel may approve). Clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 (inclusive) shall take effect on and from execution of this Agreement. 2.2 The terms of the Acquisition shall be as set out in the Announcement, together with such other terms as may be permitted by this Agreement or otherwise agreed by the parties Parties in writing (save in the case of an improvement to the terms of the Acquisition, which will be at the absolute discretion of Take-TwoBidco) and, where required by the Code, approved by the Panel. . 2.3 The terms of the Acquisition at the date of publication of the Acquisition Document shall be set out in the Acquisition Document. If Take-Two Bidco elects to implement the Transaction Acquisition by way of an Offer in accordance with clause 6, the terms of the Acquisition shall be set out in the announcement of the switch to a Takeover Offer Switch made in accordance with paragraph 8 of Appendix 7 of the Code and in the Offer DocumentAcquisition Document and any form of acceptance.

Appears in 1 contract

Samples: Co Operation Agreement

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Publication of the Announcement and the terms of the Acquisition. 2.1 The obligations of the parties Parties under this Agreement, other than clause 1, this clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 25 (inclusive), shall be conditional on the release of the Announcement via a Regulatory Information Service at or before 8:00 a.m. 5:00 p.m. on the date of this Agreement or such later time and date as the parties Parties may agree (and, where required by the Code, the Panel may approve). Clause 1, this This clause 2.1 and clauses 11 to 19 (inclusive) and 21 to 26 25 (inclusive) shall take effect on and from execution of this Agreement. 2.2 The terms of the Acquisition shall be as set out in the Announcement, together with such other terms as may be permitted by this Agreement or otherwise agreed by the parties Parties in writing (save in the case of an improvement to the terms of the Acquisition, which will be at the absolute discretion of Take-TwoBidco) and, where required by the Code, approved by the Panel. . 2.3 The terms of the Acquisition at the date of publication of the Acquisition Document shall be set out in the Acquisition Document. If Take-Two Bidco elects to implement the Transaction Acquisition by way of an Offer in accordance with clause 6, the terms of the Acquisition shall be set out in the announcement of the switch to a Takeover Offer and Switch, in the Offer Document.

Appears in 1 contract

Samples: Co Operation Agreement

Publication of the Announcement and the terms of the Acquisition. 2.1 The obligations of the parties under this Agreement, other than clause 1, this clause 2.1 and clauses 11 10 to 19 18 (inclusive) and 21 20 to 26 24 (inclusive), shall be conditional on the release of the Announcement via a Regulatory Information Service at or before 8:00 9.00 a.m. on the date of this Agreement or such later time and date as the parties may agree (and, where required by the Code, the Panel may approve). Clause 1, this This clause 2.1 and clauses 11 1, 10 to 19 18 (inclusive) and 21 20 to 26 24 (inclusive) shall take effect on and from execution of this Agreement. 2.2 The principal terms of the Acquisition shall be as set out in the Announcement, together with such other terms as may be permitted by this Agreement or otherwise agreed by the parties in writing (save for an increase in the case of an improvement cash consideration to the terms of the Acquisition, be paid to Spire Shareholders which will be at the absolute discretion of Take-TwoXxxxxx) and, where required by the Code, approved by the Panel. The terms of the Acquisition at the date of publication of the Acquisition Document shall be set out in the Acquisition Document. If Take. 2.3 Subject to clause 3.9, Xxxxxx undertakes to Spire to co-Two elects operate with Spire and its advisers for the purposes of implementing, and to implement the Transaction by way of an Offer in accordance with clause 6use reasonable endeavours to implement, the Acquisition in substantially the form contemplated by, and on the terms of the Acquisition shall be set out in in, the announcement of the switch to a Takeover Offer and in the Offer DocumentAnnouncement.

Appears in 1 contract

Samples: Cooperation Agreement

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