Common use of State Antitakeover Statutes Clause in Contracts

State Antitakeover Statutes. The VDAT Board of Directors has approved this Agreement and the transactions contemplated hereby and such approval constitutes approval of the Merger and the other transactions contemplated hereby by the VDAT Board of Directors as required by the FBCA. No “business combination,” “moratorium,” “control share,” “fair price,” “interested shareholder,” affiliated transactions” or other state antitakeover statute or regulation (i) prohibits or restricts VDAT’s ability to perform its obligations under this Agreement or to consummate the Merger or the other transactions contemplated hereby or thereby, (ii) would have the effect of invalidating or voiding this Agreement or any provision hereof, or (iii) would subject ONSTREAM to any material impediment or condition in connection with the exercise of any of its respective rights under this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Visual Data Corp)

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State Antitakeover Statutes. The VDAT ONSTREAM Board of Directors has approved this Agreement and the transactions contemplated hereby and such approval constitutes approval of the Merger and the other transactions contemplated hereby by the VDAT ONSTREAM Board of Directors as required by the FBCA. No “business combination,” “moratorium,” “control share,” “fair price,” “interested shareholder,” affiliated transactions” or other state antitakeover statute or regulation (i) prohibits or restricts VDATONSTREAM’s ability to perform its obligations under this Agreement or to consummate the Merger or the other transactions contemplated hereby or thereby, (ii) would have the effect of invalidating or voiding this Agreement or the Voting Agreement or any provision hereof, or (iii) would subject ONSTREAM VDAT or SUB to any material impediment or condition in connection with the exercise of any of its their respective rights under this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Visual Data Corp)

State Antitakeover Statutes. The VDAT EDNET Board of Directors has approved this Agreement and the transactions contemplated hereby and such approval constitutes approval of the Merger and the other transactions contemplated hereby by the VDAT EDNET Board of Directors as required by the FBCADGCL. No "business combination,” “" "moratorium,” “" "control share,” “" "fair price,” “" "interested shareholder," affiliated transactions" or other state antitakeover statute or regulation (i) prohibits or restricts VDAT’s EDNET's ability to perform its obligations under this Agreement or to consummate the Merger or to the other transactions contemplated hereby or thereby, (ii) would have the effect of invalidating or voiding this Agreement or the voting agreement or any provision hereof, or (iii) would subject ONSTREAM VDAT or SUB to any material impediment or condition in connection with the exercise of any of its their respective rights under this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Visual Data Corp)

State Antitakeover Statutes. The VDAT Board of Directors has approved this Agreement and the transactions contemplated hereby and such approval constitutes approval of the Merger and the other transactions contemplated hereby by the VDAT Board of Directors as required by the FBCA. No "business combination,” “" "moratorium,” “" "control share,” “" "fair price,” “" "interested shareholder," affiliated transactions" or other state antitakeover statute or regulation (i) prohibits or restricts VDAT’s 's ability to perform its obligations under this Agreement or to consummate the Merger or the other transactions contemplated hereby or thereby, (ii) would have the effect of invalidating or voiding this Agreement or the Voting Agreement attached hereto as Exhibit 3.8 (the "Voting Agreement") or any provision hereof, or (iii) would subject ONSTREAM RMS to any material impediment or condition in connection with the exercise of any of its respective rights under this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Visual Data Corp)

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State Antitakeover Statutes. The VDAT RMS Board of Directors has approved this Agreement and the transactions contemplated hereby and such approval constitutes approval of the Merger and the other transactions contemplated hereby by the VDAT RMS Board of Directors as required by the FBCADGCL. No "business combination,” “" "moratorium,” “" "control share,” “" "fair price,” “" "interested shareholder," affiliated transactions" or other state antitakeover statute or regulation (i) prohibits or restricts VDAT’s RMS' ability to perform its obligations under this Agreement or to consummate the Merger or the other transactions contemplated hereby or thereby, (ii) would have the effect of invalidating or voiding this Agreement or the Voting Agreement or any provision hereof, or (iii) would subject ONSTREAM VDAT or SUB to any material impediment or condition in connection with the exercise of any of its their respective rights under this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Visual Data Corp)

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