Restructuring Efforts. If Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (provided, however, that no party shall have any obligation to agree to (i) alter or change any material term of this Agreement, including the amount or kind of the Merger Consideration, in a manner adverse to such party or its shareholders or (ii) adversely affect the Tax treatment of the Merger with respect to Company’s stockholders) and/or (in the case of Company) resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.13) to its stockholders for approval or adoption.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Canadian Imperial Bank of Commerce /Can/), Agreement and Plan of Merger (Privatebancorp, Inc), Agreement and Plan of Merger (Royal Bank of Canada)
Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction transactions provided for herein (provided, however, that no party shall have any obligation to agree to (i) alter or change any material term of this Agreement, including the amount or kind of the Merger Consideration, in a manner adverse to such party or its shareholders or (ii) adversely affect the Tax treatment of the Merger with respect to the Company’s stockholdersshareholders) and/or (in the case of Company) resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.13) to its stockholders shareholders for approval or adoption.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chubb Corp), Agreement and Plan of Merger
Restructuring Efforts. If either the Company or Parent shall have failed to obtain the Requisite Company Vote or the Requisite Parent Vote at the duly convened Company Meeting or Parent Meeting, as applicable, or any adjournment or postponement thereof, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction transactions provided for herein in this Agreement (provided, however, it being understood that no neither party shall have any obligation to agree to (i) alter or change any material term of this Agreementterms, including the amount or kind of the Merger Considerationconsideration to be issued to holders of the capital stock of the Company as provided for in this Agreement, or any term that would adversely affect the Tax treatment of the transactions contemplated hereby, in a manner adverse to such party or its shareholders or (ii) adversely affect the Tax treatment of the Merger with respect to Company’s stockholders, as applicable) and/or (in the case of Company) resubmit this Agreement or and the transactions contemplated hereby (or as restructured pursuant to this Section 6.136.18) to its stockholders respective shareholders or stockholders, as applicable, for approval or adoptionapproval.
Appears in 1 contract
Samples: Agreement and Plan of Merger (People's United Financial, Inc.)