Common use of Rule 16b-3 Matters Clause in Contracts

Rule 16b-3 Matters. Prior to the Effective Time, the Company may take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (Servicesource International, Inc.), Agreement and Plan of Merger (Twitter, Inc.), Agreement and Plan of Merger (Qualcomm Inc/De)

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Rule 16b-3 Matters. Prior to the Effective Time, the Company may take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (theMaven, Inc.), Agreement and Plan of Merger (Thestreet, Inc.), Agreement and Plan of Merger (Digital River Inc /De)

Rule 16b-3 Matters. Prior Notwithstanding anything to the Effective Timecontrary contained in this Agreement, the Company may shall be permitted to take such further actions, if any, actions as may be reasonably necessary or appropriate advisable to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act pursuant to the Transactions are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 6 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Landauer Inc), Agreement and Plan of Merger (West Marine Inc)

Rule 16b-3 Matters. Prior Notwithstanding anything to the contrary contained herein, prior to the Effective Time, the Company may shall take such further actions, if any, actions as may be reasonably necessary or appropriate advisable to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act pursuant to the Transactions are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Pc Tel Inc), Agreement and Plan of Merger (Pc Tel Inc), Agreement and Plan of Merger (Pc Tel Inc)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (SP Plus Corp), Agreement and Plan of Merger (SP Plus Corp), Rights Agreement (RR Donnelley & Sons Co)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may take such further actions, if any, as may be reasonably are necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (IPC Healthcare, Inc.), Agreement and Plan of Merger (Team Health Holdings Inc.), Agreement and Plan of Merger (MModal Inc.)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement Transactions by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Peerless Systems Corp), Agreement and Plan of Merger (Kaydon Corp), Agreement and Plan of Merger (Steinway Musical Instruments Inc)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may shall take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (P&f Industries Inc), Agreement and Plan of Merger (Costar Group, Inc.), Agreement and Plan of Merger (Kemet Corp)

Rule 16b-3 Matters. Prior Notwithstanding anything to the Effective Timecontrary contained herein, the Company may shall be permitted to take such further actions, if any, actions as may be reasonably necessary or appropriate advisable to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act pursuant to the Transactions are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cellular Dynamics International, Inc.), Agreement and Plan of Merger (Tellabs Inc)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may shall be permitted to take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company (including any Person who is deemed to be a “director by deputization” under applicable securities Laws) who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Daseke, Inc.), Agreement and Plan of Merger (Charah Solutions, Inc.)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may shall take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement Transactions by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Norcraft Companies, Inc.), Agreement and Plan of Merger (Fortune Brands Home & Security, Inc.)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may shall take such further actions, if any, actions as may be reasonably necessary or appropriate advisable to ensure that the dispositions of equity securities Equity Securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act pursuant to the Transactions are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cubic Corp /De/)

Rule 16b-3 Matters. Prior to the Effective Offer Acceptance Time, the Company may take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Home Point Capital Inc.)

Rule 16b-3 Matters. Prior Notwithstanding anything in this Agreement to the Effective Timecontrary, the Company may shall be permitted to take such further actions, if any, actions as may be reasonably necessary or appropriate advisable to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act pursuant to the Transactions are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avid Technology, Inc.)

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Rule 16b-3 Matters. Prior to the Effective Time, the Company may shall take such further actions, if any, steps as may be reasonably necessary required or appropriate advisable to ensure that the cause dispositions of Company equity securities (including derivative securities) in connection with this Agreement by each individual who is a director or officer of the Company (including any derivative securitiesa director by deputization) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are be exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (TMS International Corp.)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Power One Inc)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may shall be permitted to take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company (including any Person who is deemed to be a "director by deputization" under applicable securities Laws) who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (TFI International Inc.)

Rule 16b-3 Matters. Prior Notwithstanding anything to the Effective Timecontrary contained herein, the Company may shall be permitted to take such further actions, if any, actions as may be reasonably necessary or appropriate advisable to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act pursuant to the transactions contemplated by this Agreement are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cabelas Inc)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may shall take such further all actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions and cancellations of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement Transactions by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Saba Software Inc)

Rule 16b-3 Matters. Prior Notwithstanding anything in this Agreement to the contrary, prior to the Effective Time, the Company may take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

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

Rule 16b-3 Matters. Prior Notwithstanding anything to the contrary contained in this Agreement, prior to the Effective Time, the Company may (including the Company Board) shall take such further actions, if any, actions as may be reasonably necessary or appropriate advisable to ensure that the dispositions of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act pursuant to or in connection with the Transactions are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (MULTI COLOR Corp)

Rule 16b-3 Matters. Prior to the Effective Time, the Company may take such further actions, if any, as may be reasonably necessary or appropriate to ensure that the dispositions 57 of equity securities of the Company (including any derivative securities) pursuant to the transactions contemplated by this Agreement by any officer or director of the Company who is subject to Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hardinge Inc)

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