Common use of State Takeover Laws Clause in Contracts

State Takeover Laws. The Board of Directors of Purchaser has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to such agreements and transactions any Takeover Statutes.

Appears in 5 contracts

Samples: Merger Agreement (First Commonwealth Financial Corp /Pa/), Merger Agreement (People's United Financial, Inc.), Merger Agreement (People's United Financial, Inc.)

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State Takeover Laws. The Board of Directors of Purchaser Company has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to this Agreement and the transactions contemplated hereby any provisions of the takeover laws of any state, including any “moratorium,” “control share,” “fair price,” “takeover” or “interested shareholder” law (any such agreements and transactions any laws, “Takeover Statutes”).

Appears in 4 contracts

Samples: Merger Agreement (Canadian Imperial Bank of Commerce /Can/), Merger Agreement (Privatebancorp, Inc), Merger Agreement (City National Corp)

State Takeover Laws. The Board of Directors of Purchaser the Company has approved this Agreement and the transactions contemplated hereby by this Agreement as required under any applicable state takeover laws, including Section 203 of the DGCL, so that any such state takeover laws will not apply to render inapplicable to such agreements and this Agreement or any of the transactions any Takeover Statutescontemplated hereby.

Appears in 3 contracts

Samples: Merger Agreement (Lightspan Inc), Merger Agreement (Plato Learning Inc), Merger Agreement (Decode Genetics Inc)

State Takeover Laws. The Board of Directors of Purchaser each of Capital One and Merger Sub has approved this Agreement and the transactions contemplated hereby and has taken all such other necessary actions as required to render inapplicable to such agreements and transactions the provisions of any potentially applicable Takeover Statutes.

Appears in 3 contracts

Samples: Merger Agreement (Discover Financial Services), Merger Agreement (Capital One Financial Corp), Merger Agreement

State Takeover Laws. The Board of Directors of Purchaser has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to such agreements this Agreement and the transactions contemplated hereby Section 203 of the DGCL and any other Takeover Statutes.

Appears in 2 contracts

Samples: Merger Agreement (People's United Financial, Inc.), Merger Agreement (Suffolk Bancorp)

State Takeover Laws. The Board of Directors of Purchaser the Company has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to this Agreement and the transactions contemplated hereby any provisions of the takeover laws of any state, including any “moratorium,” “control share,” “fair price,” “takeover” or “interested shareholder” law (any such agreements and transactions any laws, “Takeover Statutes”).

Appears in 2 contracts

Samples: Merger Agreement (Chubb Corp), Merger Agreement

State Takeover Laws. The Company Board of Directors of Purchaser has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to such agreements this Agreement and the transactions contemplated hereby any applicable provisions of any Takeover Statutes.

Appears in 2 contracts

Samples: Merger Agreement (Associated Banc-Corp), Merger Agreement (Bank Mutual Corp)

State Takeover Laws. The Board of Directors of Purchaser Company has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to this Agreement and such agreements and transactions any applicable provisions of any takeover Laws under applicable Law, including any “moratorium,” “control share,” “takeover,” “affiliated transaction,” “interested stockholder” or similar provisions under applicable Law or the Company Articles (collectively, the “Takeover StatutesLaws”). No “fair price” Law is applicable to this Agreement and the transactions contemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Emclaire Financial Corp), Merger Agreement (Emclaire Financial Corp)

State Takeover Laws. The Board of Directors of Purchaser Buyer has approved this Agreement and the transactions contemplated hereby and has taken all such other necessary actions as required to render inapplicable to such agreements and transactions the provisions of any potentially applicable Takeover Statutes.

Appears in 2 contracts

Samples: Merger Agreement (American National Bankshares Inc.), Merger Agreement (Atlantic Union Bankshares Corp)

State Takeover Laws. The Board of Directors of Purchaser Company has approved this Agreement and the transactions contemplated hereby by this Agreement as required under any applicable state takeover laws, including Chapter 23B.19 of the WBCA, so that any such state takeover laws will not apply to render inapplicable to such agreements and this Agreement or any of the transactions any Takeover Statutescontemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Photomedex Inc), Merger Agreement (Procyte Corp /Wa/)

State Takeover Laws. The Board of Directors of Purchaser and Merger Sub has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to such agreements and transactions any Takeover Statutes.

Appears in 2 contracts

Samples: Merger Agreement (Bok Financial Corp Et Al), Merger Agreement (Cobiz Financial Inc)

State Takeover Laws. The Board of Directors of Purchaser Company has approved this Agreement and the transactions contemplated hereby by this Agreement as required under any applicable state takeover laws, including Section 203 of the DGCL, so that any such state takeover laws will not apply to render inapplicable to such agreements and this Agreement or any of the transactions any Takeover Statutescontemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Photomedex Inc)

State Takeover Laws. The Board of Directors of Purchaser Hxxxxxx Xxxxxxx has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to such agreements this Agreement and the transactions contemplated hereby any applicable provisions of any applicable Takeover Statutes.

Appears in 1 contract

Samples: Merger Agreement (Midsouth Bancorp Inc)

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State Takeover Laws. The Board of Directors of Purchaser the Company has approved this Agreement and the transactions contemplated hereby and has taken all such other necessary actions as required to render inapplicable to such agreements and transactions the provisions of any potentially applicable Takeover Statutes.

Appears in 1 contract

Samples: Merger Agreement (Synnex Corp)

State Takeover Laws. The Board Purchaser's board of Directors of Purchaser directors has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to this Agreement and such agreements and transactions any Takeover Statutes"takeover" or "interested stockholder" law applicable to the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Protein Design Labs Inc/De)

State Takeover Laws. The Board of Directors of Purchaser Buyer has approved this Agreement and the transactions contemplated hereby by this Agreement as required under any applicable state takeover laws, including Section 203 of the DGCL, so that any such state takeover laws will not apply to render inapplicable to such agreements and this Agreement or any of the transactions any Takeover Statutescontemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Photomedex Inc)

State Takeover Laws. The Board of Directors of Purchaser the Company has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to this Agreement and the transactions contemplated hereby any takeover Laws of any state, including any “moratorium,” “control share,” “fair price,” “takeover” or “interested stockholder” Law (any such agreements and transactions any Laws, “Takeover Statutes”).

Appears in 1 contract

Samples: Merger Agreement (Georgetown Bancorp, Inc.)

State Takeover Laws. The Board of Directors of Purchaser the Company has approved this Agreement and the transactions contemplated hereby by this Agreement as required under any applicable state takeover laws, including 1302 of the CCC, so that any such state takeover laws will not apply to render inapplicable to such agreements and this Agreement or any of the transactions any Takeover Statutescontemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Plato Learning Inc)

State Takeover Laws. The Board Boards of Directors of Purchaser has Shareholder and ------------------- Acquired Company have approved the transactions contemplated by this Agreement and taken such action such that the provisions of any state or local "takeover" law applicable to Shareholder or Acquired Company will not apply to this Agreement or any of the transactions contemplated hereby as required to render inapplicable to such agreements and transactions any Takeover Statutesby this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (United Road Services Inc)

State Takeover Laws. The Board board of Directors directors of Purchaser Seller has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to this Agreement and the transactions contemplated hereby any applicable provisions of the takeover laws of any state, including any “moratorium,” “control share,” “fair price,” “takeover” or “interested shareholder” law (any such agreements and transactions any laws, “Takeover Statutes”).

Appears in 1 contract

Samples: Merger Agreement (Renasant Corp)

State Takeover Laws. The Board of Directors of Purchaser Provident has approved this Agreement and the transactions contemplated hereby as required to render inapplicable to such agreements and transactions Section 203 of the DGCL and any other Takeover Statutes.

Appears in 1 contract

Samples: Merger Agreement (Provident New York Bancorp)

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