Common use of Rule 16b-3 Clause in Contracts

Rule 16b-3. Prior to the Effective Time, the Company will take all steps as may be reasonably requested by any Party to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger by each individual who is subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 3 contracts

Samples: Merger Agreement (American Greetings Corp), Merger Agreement (American Greetings Corp), Merger Agreement (American Greetings Corp)

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Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger Transactions by or in respect of each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act, including any such actions specified in that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Merger Agreement (Watsco Inc), Merger Agreement (Acr Group Inc)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated by this Agreement by each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Merger Agreement (MacAndrews & Forbes Holdings Inc.), Merger Agreement (M & F Worldwide Corp)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger Transactions by each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Merger Agreement (Bare Escentuals Inc), Merger Agreement (Avaya Inc)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated by this Agreement by each individual who is or will be subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 2 contracts

Samples: Merger Agreement (Theragenics Corp), Merger Agreement (Michas Alexis P)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated by this Agreement by each individual who is subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 2 contracts

Samples: Merger Agreement (Empire Resorts Inc), Merger Agreement (Amtrust Financial Services, Inc.)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger and the other transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Merger Agreement (Providence Equity Partners VI L P), Merger Agreement (Sra International Inc)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 2 contracts

Samples: Merger Agreement (BWAY Holding CO), Merger Agreement (Ims Health Inc)

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Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party other party to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger Transactions by each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Merger Agreement (American Pacific Corp)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions expressly contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange Act.

Appears in 1 contract

Samples: Merger Agreement (ATC Technology CORP)

Rule 16b-3. Prior to the Effective Time, the Company will shall take all such steps as may be reasonably requested by any Party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger transactions contemplated hereby by each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 1 contract

Samples: Merger Agreement (Suncom Wireless Holdings, Inc.)

Rule 16b-3. Prior to the Effective Time, the Company will may take all such steps as may be reasonably requested by any Party party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the Merger Transactions by each individual who is subject to the reporting requirements of Section 16(a) a director or officer of the Exchange Act with respect to the Company immediately prior to the Effective Time to be exempt under Rule 16b-3 promulgated under the Exchange ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Appears in 1 contract

Samples: Merger Agreement (Sterling Chemicals Inc)

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