Recommendation of Approval. The City and JPFPF each represent that they will urge the approval of the 2014 Agreement, and the implementation of its terms, by each of their governing bodies.
Recommendation of Approval. Upon resolution of plan check comments, the Service Provider shall:
A. Issue a ‘Recommendation of Approval’ letter confirming the Service Provider’s opinion of code compliance.
B. Identify deferred submittals and unresolved issues (if any) as a part of the Recommendation of Approval letter.
Recommendation of Approval. The Board of Directors of Navidec shall continue to approve this Agreement and the transactions contemplated hereby except as the fiduciary obligations and other duties of such Board of Directors may otherwise require.
Recommendation of Approval. A. Deliverable: Provide a letter of design concurrence of the project Code Analysis document package to facilitate OSFM review/acceptance of the project.
Recommendation of Approval. The Board of Directors of AIC and CASINO shall continue to recommend to their respective stockholders approval of this Agreement and the merger to which such company is a party, except as the fiduciary obligations of each such Board of Directors may otherwise require.
Recommendation of Approval. Subject to its fiduciary duties, -------------------------- the board of directors of Bancorp shall unanimously recommend to its stockholders the approval of this Agreement and the Reorganization, including the Merger, and shall include such recommendation in the Proxy Statement; and shall otherwise use its Best Efforts to the extent consistent with its fiduciary duties to obtain such stockholders' approval.
Recommendation of Approval. The Board of Directors of FSI, Sub and -------------------------- PTM shall continue to recommend to their respective shareholders approval of this Agreement and the Merger except as the fiduciary obligations and other duties of each such Board of Directors may otherwise require.
Recommendation of Approval. (a) Subject to its fiduciary duties, the board of directors of Bancshares shall (i) recommend to its stockholders the approval of this Agreement and the Reorganization, including the Merger, (ii) shall include such recommendation in the Proxy Statement, (iii) shall otherwise use its Best Efforts to the extent consistent with its fiduciary duties to obtain such stockholders’ approval and (iv) shall not (x) withdraw, modify or qualify in any manner adverse to Purchaser or Merger Sub such recommendation or (y) take any other action or make any other public statement in connection with the Stockholders’ Meeting inconsistent with such recommendation (collectively, a “Change in Recommendation”), except as and to the extent expressly permitted by Section 5.3(b). Notwithstanding any Change in Recommendation, this Agreement shall be submitted to the stockholders of the Company at the Stockholders’ Meeting for the purpose of adopting this Agreement and nothing contained herein shall be deemed to relieve Bancshares of such obligation. In addition to the foregoing, Bancshares shall not submit to the vote of its stockholders any Competing Proposal other than the Merger prior to the termination of this Agreement.
(b) Notwithstanding the foregoing, the Company and its Board of Directors shall be permitted to effect a Change in Recommendation if and only to the extent that:
(i) both:
(A) Bancshares shall have complied with the provisions of Section 5.4; and
(B) (1) Bancshares shall have received a Competing Proposal after the date of this Agreement and the Board of Directors of Bancshares shall have concluded in good faith that such Competing Proposal constitutes a Superior Proposal after giving effect to all of the adjustments which may be offered by Purchaser pursuant to clause (4) below, (2) the Board of Directors of Bancshares, after consultation with its outside counsel, determines in good faith that failure to take such action would reasonably be expected to result in a violation of its fiduciary duties under Applicable Law(s) and Regulations, (3) Bancshares shall notify Purchaser, at least four (4) Business Days in advance, of its intention to effect a Change in Recommendation in response to such Superior Proposal, specifying the material terms and conditions of any such Superior Proposal (including the identity of the party making such Competing Proposal) and furnishing to Purchaser a copy of the relevant proposed transaction agreements with the party making such ...
Recommendation of Approval. The Board of Directors of DEFINITION TECHNOLOGIES and BORCO shall continue to recommend to their respective stockholders approval of this Agreement and the merger to which such company is a party, except as the fiduciary obligations of each such Board of Directors may otherwise require.
Recommendation of Approval. The Board of Directors of SURETY and CHALON shall continue to recommend to their respective stockholders approval of this Agreement and the merger to which such company is a party, except as the fiduciary obligations of each such Board of Directors may otherwise require.
