Common use of Special Committee Clause in Contracts

Special Committee. Prior to the Effective Time, without the prior written consent of the Special Committee, (i) the Company Board shall not dissolve, dismantle or otherwise dismantle the Special Committee, or revoke or diminish the authority of the Special Committee, and (ii) neither Parent, Merger Sub nor their respective Affiliates (including TPG Cannes Aggregation, L.P.) shall remove or cause the removal of any director of the Company Board that is a member of the Special Committee either as a member of the Company Board or such Special Committee other than for cause.

Appears in 2 contracts

Samples: Merger Agreement (Convey Health Solutions Holdings, Inc.), Merger Agreement (Convey Health Solutions Holdings, Inc.)

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Special Committee. Prior to the Effective Time, without the prior written consent of the Special Committee, (ia) the Company Board shall not dissolve, dismantle or otherwise dismantle eliminate the Special Committee, or revoke or diminish the authority of the Special Committee, and (iib) neither ParentParent and Sub shall not, Merger Sub nor their respective Affiliates (including TPG Cannes Aggregationand shall cause each member of the Purchaser Group not to, L.P.) shall remove or cause the removal of any director of the Company Board that is a member of the Special Committee either as a member of the Company Board or such Special Committee other than for causeCommittee.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Books a Million Inc)

Special Committee. Prior to the Effective Time, without the prior written consent of the Special Committee, (i) the Company Board shall not dissolve, dismantle dissolve or otherwise dismantle the Special Committee, or revoke or diminish the power and authority of the Special Committee, and (ii) neither Parent, Merger Sub nor their respective Affiliates (including TPG Cannes Aggregation, L.P.) shall remove or cause the removal of any director of the Company Board that is a member of the Special Committee either as a member of the Company Board or such Special Committee other than for cause.

Appears in 1 contract

Samples: Merger Agreement (Arc Document Solutions, Inc.)

Special Committee. Prior to the Effective Time, without the prior written consent of the Special Committee, (i) the Company Board shall not dissolve, dismantle or otherwise dismantle the Special Committee, or revoke or diminish the authority of the Special Committee, and (ii) neither Parent, Merger Sub nor their respective Affiliates (including TPG Cannes Aggregation, L.P.) shall remove or cause the removal of any director of the Company Board that is a member of the Special Committee either as a member of the Company Board or such Special Committee other than for cause.

Appears in 1 contract

Samples: Merger Agreement (HireRight Holdings Corp)

Special Committee. Prior to the Effective Time, without the prior written consent of the Special Committee, (ia) the Company Board shall not dissolve, dismantle or otherwise dismantle eliminate the Special Committee, or revoke or diminish the authority of the Special Committee, and (iib) neither Parent, Merger Sub nor their respective Affiliates (including TPG Cannes Aggregation, L.P.) and Parent Guarantor shall not remove or cause the removal of any director of the Company Board that is a member of the Special Committee either as a member of the Company Board or such the Special Committee other than for causeCommittee.

Appears in 1 contract

Samples: Merger Agreement (Realnetworks Inc)

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Special Committee. Prior to the Effective Time, without the prior written consent of the Special Committee, (i) the Company Board shall not dissolve, dismantle dissolve or otherwise dismantle the Special Committee, or revoke or diminish the authority of the Special Committee, and (ii) neither Parent, Merger Sub nor their respective Affiliates (including TPG Cannes AggregationPSC Echo, L.P.LP) shall remove or cause the removal of any director of the Company Board that is a member of the Special Committee either as a member of the Company Board or such Special Committee other than for cause.

Appears in 1 contract

Samples: Merger Agreement (Eargo, Inc.)

Special Committee. Prior to the Effective Time, without the prior written consent of the Special Committee, (i) the Company Board shall not dissolve, dismantle or otherwise dismantle the Special Committee, or revoke or diminish the authority of the Special Committee, and (ii) neither Parent, Merger Sub nor their respective Affiliates (including TPG Cannes AggregationTHL Agiliti LLC and Xxxxxx X. Xxx Partners, L.P.) shall remove or cause the removal of any director of the Company Board that is a member of the Special Committee either as a member of the Company Board or such Special Committee other than for cause.

Appears in 1 contract

Samples: Merger Agreement (Agiliti, Inc. \De)

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