Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no amendment or waiver of any provision of this Agreement and no action shall be taken by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the Special Committee.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Carrols Restaurant Group, Inc.), Agreement and Plan of Merger (Restaurant Brands International Limited Partnership), Agreement and Plan of Merger (EngageSmart, Inc.)
Special Committee Approval. Notwithstanding anything any provision to the contrary herein, prior to the Effective Timecontrary, no amendment or waiver of any provision of this Agreement and no action shall be taken made by or on behalf of the Company under or with respect to this Agreement the Company Board without first obtaining the approval of the Special Committee. The Special Committee shall direct enforcement by the Company of any provisions of this Agreement against the Stockholders.
Appears in 6 contracts
Samples: Support and Rollover Agreement (Powerschool Holdings, Inc.), Support and Rollover Agreement (Powerschool Holdings, Inc.), Support Agreement (HireRight Holdings Corp)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no No amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the Special Committee.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cellular Biomedicine Group, Inc.), Agreement and Plan of Merger (American Financial Group Inc), Agreement and Plan of Merger (National Interstate CORP)
Special Committee Approval. Notwithstanding anything any provision to the contrary hereincontrary, prior to the Effective Time, no amendment or waiver of any provision of this Agreement and no action shall be taken made by or on behalf of the Company under or with respect to this Agreement the Company Board without first obtaining the approval of the Special Committee. Prior to the Effective Time, the Special Committee shall direct enforcement by the Company of any provisions of this Agreement against the Stockholder.
Appears in 3 contracts
Samples: Support Agreement (Squarespace, Inc.), Support Agreement (Squarespace, Inc.), Support Agreement (Squarespace, Inc.)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the Special Committee.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Empire Resorts Inc), Agreement and Plan of Merger (Feldenkreis George), Agreement and Plan of Merger (Perry Ellis International, Inc)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no No amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the Company Special Committee.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Golden Nugget Online Gaming, Inc.), Agreement and Plan of Merger (DraftKings Inc.)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no No amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the Special Committee.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (M & F Worldwide Corp), Agreement and Plan of Merger (MacAndrews & Forbes Holdings Inc.)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no amendment or waiver of any provision of this Agreement and no action shall be taken by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the Special Committee.
Appears in 1 contract
Samples: Support Agreement (Qad Inc)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no No amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by or on behalf of the Company or the Company Board under or with respect to this Agreement without first obtaining the approval of the Special Committee.
Appears in 1 contract
Samples: Agreement and Plan of Merger (International Speedway Corp)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no amendment or waiver of any provision of this Agreement and no action shall be taken by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the Special Committee.
Appears in 1 contract
Special Committee Approval. Notwithstanding anything to the contrary herein, prior Prior to the Effective TimeDate, no amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by or on behalf of the Company under or the Company Board with respect to this Agreement without first obtaining the approval of the Special Committee.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Calamos Asset Management, Inc. /DE/)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no amendment or waiver of any provision of this Agreement and no action shall be taken by or on behalf of the Company under or with respect to this Agreement (including, for the sake of clarity, any action or omission at the direction of the Company Board that would constitute a breach of any provision of this Agreement) without first obtaining the written approval of the Special Committee.
Appears in 1 contract
Samples: Agreement and Plan of Merger (HireRight Holdings Corp)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no No amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by Parent or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the applicable Special Committee.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Madison Square Garden Entertainment Corp.)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no amendment or waiver of any provision of this Agreement and no action shall be taken by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of the Special Committee.. [Signature page follows]
Appears in 1 contract
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no No amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by or on behalf of the Company under or with respect to this Agreement without first obtaining the approval of a majority of the Special Committee.
Appears in 1 contract
Samples: Agreement and Plan of Merger (FBL Financial Group Inc)
Special Committee Approval. Notwithstanding anything to the contrary herein, prior to the Effective Time, no No amendment or waiver of any provision of this Agreement and no action decision or determination shall be taken made, or action taken, by or on behalf of the Company under or with respect pursuant to this Agreement without first obtaining the approval of the Special Committee.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Emc Insurance Group Inc)
