Common use of State Takeover Statutes Clause in Contracts

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover statute or regulation enacted under state or federal laws in the United States applicable to the Company is applicable to the transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Merger Agreement (Westland Development Co Inc), Agreement and Plan of Merger (Westland Development Co Inc), Merger Agreement (Westland Development Co Inc)

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State Takeover Statutes. No “fair price,” ”, “moratorium,” ”, “control share acquisition” or other similar anti-takeover antitakeover statute or regulation enacted under state or federal laws in the United States applicable to the Company is applicable to the transactions contemplated by this AgreementMerger or the other Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Zale Corp), Merger Agreement (Merix Corp)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover antitakeover statute or regulation enacted under state or federal laws in the United States applicable to Seller or the Company is applicable to the transactions contemplated by this AgreementSale and the Reorganization Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Yahoo Inc)

State Takeover Statutes. No “fair price,” ”, “moratorium,” ”, “control share acquisition”, interested stockholder or other similar anti-takeover statute or regulation enacted under state or federal laws any anti-takeover provision in the United States Company Organizational Documents is, or at the Effective Time will be, applicable to the Company, the Company is applicable to Common Stock, the Merger or the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Legg Mason, Inc.), Merger Agreement (Franklin Resources Inc)

State Takeover Statutes. No “moratorium,” “fair price,” “moratoriumbusiness combination,” “control share acquisition,” “interested shareholder” or other similar provision of any state anti-takeover statute Law or regulation enacted under other state Law that purports to limit or federal laws in restrict business combinations or the United States ability to acquire or vote shares (collectively, “Takeover Laws”) is, or at the Effective Time will be, applicable to this Agreement, the Company Mergers or any of the other Transactions. No “fair price” law is applicable to the transactions contemplated by this Agreement, the Mergers or any of the other Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Simplicity Bancorp, Inc.), Merger Agreement (HomeStreet, Inc.)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition,” “business combination” or other similar anti-takeover antitakeover statute or regulation enacted under state or federal laws in the United States applicable to the Company is applicable to the Merger or the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Aspect Communications Corp), Merger Agreement (Concerto Software Inc)

State Takeover Statutes. No “fair price,” ”, “moratorium,” ”, “control share acquisition” or other similar anti-takeover statute or regulation enacted under state or federal laws any anti-takeover provision in the United States Company Organizational Documents is, or at the Effective Time will be, applicable to the Company is applicable to Merger or the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Express Scripts Holding Co.), Merger Agreement

State Takeover Statutes. No “moratorium,” “fair price,” “moratoriumbusiness combination,” “control share acquisition,” “interested stockholder” or other similar provision of any state anti-takeover statute Law (collectively, “Takeover Laws”) is, or regulation enacted under state or federal laws in at the United States Effective Time will be, applicable to this Agreement, the Company Merger or any of the other transactions contemplated hereby. No “fair price” law is applicable to the transactions contemplated by this Agreementsuch agreements or transactions.

Appears in 2 contracts

Samples: Merger Agreement (Green Bancorp, Inc.), Merger Agreement (Green Bancorp, Inc.)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover statute antitakeover statue or regulation enacted under state or federal laws in the United States applicable to the Company States, is applicable to the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Contribution Agreement (Boston Therapeutics, Inc.), Contribution Agreement (Investview, Inc.)

State Takeover Statutes. No “business combination,” “fair price,” “moratoriumcontrol transaction,” “control share acquisition,” or other similar anti-takeover antitakeover statute or regulation enacted under state or federal laws law or provision contained in the United States applicable to the Company Target’s certificate of incorporation or bylaws is applicable to the transactions contemplated by this AgreementContemplated Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (National Penn Bancshares Inc), Stock Purchase Agreement (WSFS Financial Corp)

State Takeover Statutes. No “fair price,” ”, “moratorium,” ”, “control share acquisition” or other similar anti-takeover statute or regulation enacted under state or federal laws any anti-takeover provision in Parent Organizational Documents is, or at the United States Effective Time will be, applicable to the Company is applicable to Combination or the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Centurylink, Inc), Merger Agreement (Level 3 Communications Inc)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover statute or regulation antitakeover Law (collectively, “Takeover Laws”) enacted under any state or federal laws in the United States Laws and applicable to the Company is applicable applies to this Agreement or any of the transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Merger Agreement (NantKwest, Inc.), Merger Agreement (Cambridge Equities, LP)

State Takeover Statutes. No “moratorium,” “fair price,” “moratoriumbusiness combination,” “control share acquisition,” “interested shareholder” or other similar provision of any state anti-takeover statute Law or regulation enacted under other state Law that purports to limit or federal laws in restrict business combinations or the United States ability to acquire or vote shares (collectively, “Takeover Laws”) is, or at the Effective Time will be, applicable to this Agreement, the Company Merger or any of the other Transactions. No “fair price” Law is applicable to the transactions contemplated by this Agreementsuch agreements or transactions.

Appears in 2 contracts

Samples: Merger Agreement (Alaska Pacific Bancshares Inc), Merger Agreement (Northrim Bancorp Inc)

State Takeover Statutes. No “fair price,” ”, “moratorium,” ”, “control share acquisition” or other similar anti-takeover statute or regulation enacted under state or federal laws any anti-takeover provision in the United States Company Organizational Documents is, or at the Effective Time will be, applicable to the Company is applicable to Combination or the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Level 3 Communications Inc), Merger Agreement (Centurylink, Inc)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition,” “interested stockholder” or other similar anti-takeover statute or regulation enacted under any state or federal laws in the United States law applicable to the Company is applicable to the transactions contemplated by this AgreementMerger.

Appears in 1 contract

Samples: Merger Agreement (Workflow Management Inc)

State Takeover Statutes. No “business combination,” “fair price,” “moratoriumcontrol transaction,” “control share acquisition,” or other similar anti-takeover statute or regulation enacted under state or federal laws law or provision contained in the United States applicable to the Company Company’s Articles of Incorporation or Bylaws is applicable to the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Home Federal Bancorp, Inc. Of Louisiana)

State Takeover Statutes. No “fair price,“moratorium,” or “control share acquisition” or other similar anti-takeover statute or regulation enacted under U.S. federal, state or federal local antitakeover statutes, laws in the United States or regulations is applicable to the Company is applicable with respect to the Share Purchase, including the execution, delivery or performance of this Agreement and the consummation of the Share Purchase and the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Share Purchase Agreement (Attunity LTD)

State Takeover Statutes. No “fair price,” “moratorium,” “business combination,” “control share acquisition” or other similar anti-takeover statute or regulation enacted under state similar Law or federal laws anti-takeover or similar provision in the United States applicable Company Charter or Company Bylaws applies to the Company is applicable to the transactions contemplated by execution, delivery or performance of this Agreement, or the consummation of the Merger or the other Transactions.

Appears in 1 contract

Samples: Merger Agreement (Cumulus Media Inc)

State Takeover Statutes. No "fair price,” “" "moratorium,” “" "control share acquisition" or other similar anti-takeover statute or regulation enacted under state or federal laws in the United States applicable to the Company is applicable to the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Westland Development Co Inc)

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State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover statute or regulation antitakeover Law (collectively, “Takeover Laws”) enacted under of any state or federal laws Laws in the United States applicable apply to this Agreement, the Company is applicable to CVR Agreement or any of the transactions contemplated by this Agreementhereby and thereby.

Appears in 1 contract

Samples: Merger Agreement (Spectrum Pharmaceuticals Inc)

State Takeover Statutes. No "fair price,” “", "moratorium,” “", "control share acquisition" or other similar anti-takeover statute or regulation enacted under state or federal laws any anti-takeover provision in the United States Company Organizational Documents is, or at the Effective Time will be, applicable to the Company is applicable to Merger or the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Cigna Corp)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover antitakeover statute or regulation enacted under state or federal laws in the United States applicable to the Company is applicable to the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Spear & Jackson Inc)

State Takeover Statutes. No “fair price,” ”, “moratorium,” ”, “control share acquisition” or other similar anti-takeover antitakeover statute or regulation enacted under state or federal laws in the United States applicable to the Company Parent or Merger Sub is applicable to the transactions contemplated by this AgreementMerger or the other Transactions.

Appears in 1 contract

Samples: Merger Agreement (Merix Corp)

State Takeover Statutes. No “fair price,” ”, “moratorium,” ”, “control share acquisition” or other similar anti-takeover statute or regulation enacted under state or federal laws any anti-takeover provision in the United States applicable to the Company Organizational Documents is applicable to the Merger or the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Cifc LLC)

State Takeover Statutes. No “moratorium,” “fair price,” “moratoriumbusiness combination,” “control share acquisition,” “interested shareholder” or other similar provision of any state anti-takeover statute Law or regulation enacted under other state Law that purports to limit or federal laws in restrict business combinations or the United States ability to acquire or vote shares (collectively, “Takeover Laws”) is, or at the Effective Time will be, applicable to this Agreement, the Company Merger or any of the other Transactions. No “fair price” law is applicable to the transactions contemplated by this Agreementsuch agreements or transactions.

Appears in 1 contract

Samples: Merger Agreement (HomeStreet, Inc.)

State Takeover Statutes. No “fair price,” , “ “moratorium,” “control share acquisition” or other similar anti-takeover statute antitakeover statue or regulation enacted under state or federal laws in the United States applicable to the Company States, is applicable to the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Contribution Agreement (Investview, Inc.)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition,” “business combination,” or other similar anti-state takeover statute or similar statute or regulation enacted under state applies or federal laws in the United States applicable purports to apply to the Company is applicable Merger, the Company, the Merger Subsidiary or Parent or to the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (American Medical Systems Holdings Inc)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar antitakeover statute or regulation or any anti-takeover statute or regulation enacted under state or federal laws provision in the United States applicable to organizational documents of the Company Seller or the Company, is applicable to Seller, the Company, the Membership Interests, this Agreement, the Sale or the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Acxiom Corp)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover statute or regulation antitakeover Law (collectively, “Takeover Laws”) enacted under any state or federal laws Laws in the United States applicable applies to the Company is applicable to this Agreement or any of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (BioScrip, Inc.)

State Takeover Statutes. No “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover statute or regulation enacted under state or federal laws any anti-takeover provision in the United States Company Organizational Documents is, or at the Effective Time will be, applicable to the Company, the Company is applicable to Common Stock, the transactions contemplated by this AgreementMerger or the other Transactions.

Appears in 1 contract

Samples: Merger Agreement (Medassets Inc)

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