Common use of Stock Exchange Delisting; Deregistration Clause in Contracts

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 19 contracts

Samples: Merger Agreement (CymaBay Therapeutics, Inc.), Merger Agreement (Gilead Sciences, Inc.), Merger Agreement (Computer Task Group Inc)

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Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actionsactions and do, and do or cause to be done done, all things, things reasonably necessary, proper or advisable on its part under pursuant to applicable laws and rules and policies of NASDAQ Law to enable cause (a) the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ Nasdaq as promptly as practicable after the Effective Time; and (b) the deregistration of the Shares under Company Common Stock pursuant to the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 12 contracts

Samples: Merger Agreement (Transphorm, Inc.), Merger Agreement (Sumo Logic, Inc.), Merger Agreement (Sierra Oncology, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Legal Requirements and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 7 contracts

Samples: Merger Agreement (Albireo Pharma, Inc.), Merger Agreement (F-Star Therapeutics, Inc.), Merger Agreement (Antares Pharma, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Legal Requirements and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 6 contracts

Samples: Acquisition Agreement, Merger Agreement (Cti Biopharma Corp), Merger Agreement (Cti Biopharma Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 5 contracts

Samples: Merger Agreement (Bsquare Corp /Wa), Merger Agreement (Mirati Therapeutics, Inc.), Merger Agreement (Mirati Therapeutics, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 5 contracts

Samples: Merger Agreement, Merger Agreement (RR Donnelley & Sons Co), Merger Agreement (COURIER Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 4 contracts

Samples: Merger Agreement (Adamas Pharmaceuticals Inc), Merger Agreement (Pacira BioSciences, Inc.), Merger Agreement (Flexion Therapeutics Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 4 contracts

Samples: Merger Agreement (Pc Tel Inc), Merger Agreement (Pc Tel Inc), Merger Agreement (Pc Tel Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 4 contracts

Samples: Merger Agreement (Ultragenyx Pharmaceutical Inc.), Merger Agreement (Dimension Therapeutics, Inc.), Merger Agreement (Pitney Bowes Inc /De/)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 4 contracts

Samples: Merger Agreement (Rain Oncology Inc.), Merger Agreement (Amgen Inc), Merger Agreement (Onyx Pharmaceuticals Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateAcceptance Time, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Delisting and the deregistration of the Shares under the Exchange Act Deregistration to occur as promptly soon as practicable after the Effective Acceptance Time, and in any event, at such time as determined by the Company Board as composed after the Acceptance Time in its discretion.

Appears in 3 contracts

Samples: Transaction Agreement (Ironwood Pharmaceuticals Inc), Transaction Agreement (VectivBio Holding AG), Transaction Agreement (Ironwood Pharmaceuticals Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Company Shares from NASDAQ and the deregistration of the Company Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Raptor Pharmaceutical Corp), Merger Agreement (Horizon Pharma PLC)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation Company of the Shares Company Common Stock from NASDAQ Nasdaq and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 3 contracts

Samples: Merger Agreement (Cohu Inc), Merger Agreement (Xcerra Corp), Merger Agreement (Xcerra Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ the OTC to enable the delisting by the Surviving Corporation of the Shares from NASDAQ the OTC and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Sientra, Inc.), Merger Agreement (Miramar Labs, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateAcceptance Time, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Merger Closing Date.

Appears in 3 contracts

Samples: Merger Agreement (Hyperion Therapeutics Inc), Merger Agreement (Horizon Pharma PLC), Merger Agreement (Hyperion Therapeutics Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall and Parent will cooperate with Parent and use its their respective reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares shares of Company Common Stock from NASDAQ and the deregistration of the Shares under the Exchange Act such shares as promptly as practicable after following the Effective TimeTime in compliance with applicable Law.

Appears in 3 contracts

Samples: Merger Agreement (Alaska Air Group, Inc.), Merger Agreement (Alaska Air Group, Inc.), Merger Agreement (Virgin America Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Completion Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Company Shares from NASDAQ Nasdaq and the deregistration of the Company Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Completion Date.

Appears in 3 contracts

Samples: Transaction Agreement (Horizon Therapeutics Public LTD Co), Transaction Agreement (Amgen Inc), Transaction Agreement

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and the deregistration of the Common Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Urovant Sciences Ltd.), Merger Agreement (Sumitomo Chemical Co., Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ the NYSE to enable the delisting by the Surviving Corporation of the Shares from NASDAQ the NYSE and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Elevate Credit, Inc.), Merger Agreement (Elevate Credit, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 2 contracts

Samples: Merger Agreement (RayzeBio, Inc.), Agreement and Plan of Merger (Turning Point Therapeutics, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 2 contracts

Samples: Merger Agreement (Roche Holding LTD), Merger Agreement (Ignyta, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ the NYSE to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ the NYSE and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 2 contracts

Samples: Merger Agreement (Evoqua Water Technologies Corp.), Agreement and Plan of Merger (Xylem Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall reasonably cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable cause the delisting by the Surviving Corporation of the Shares Company and of the Company Common Stock from NASDAQ as promptly as practicable after the Effective Time and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 2 contracts

Samples: Merger Agreement (Stryker Corp), Merger Agreement (Orthovita Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ NYSE to enable the delisting by the Surviving Corporation Company of the Company Shares from NASDAQ NYSE and the deregistration of the Company Shares under the Exchange Act as promptly as practicable after the Second Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Rocket Pharmaceuticals, Inc.), Merger Agreement (Renovacor, Inc.)

Stock Exchange Delisting; Deregistration. Prior To the extent requested by Parent, prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and the deregistration of the Preference Shares under the Exchange Act as promptly as reasonably practicable after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Arch Capital Group Ltd.), Merger Agreement (Watford Holdings Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall and Parent will cooperate with Parent and use its their respective reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the such Shares under the Exchange Act as promptly as practicable following the Effective Time in compliance with applicable Law, and in any event no more than ten days after the Effective TimeClosing Date.

Appears in 2 contracts

Samples: Merger Agreement (Thoratec Corp), Merger Agreement (St Jude Medical Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time., and in any event no more than ten (10) days after the Closing Date

Appears in 2 contracts

Samples: Merger Agreement (Ikanos Communications, Inc.), Merger Agreement (Ikanos Communications, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Globus Medical Inc), Merger Agreement (Nuvasive Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Legal Requirements and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 2 contracts

Samples: Merger Agreement (Synthorx, Inc.), Merger Agreement (Senomyx Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of the NASDAQ Global Select Market (“NASDAQ”) to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 2 contracts

Samples: Merger Agreement (Aruba Networks, Inc.), Merger Agreement (Hewlett Packard Co)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Altair Engineering Inc.), Merger Agreement (Datawatch Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the The Company shall will cooperate with Parent and its Affiliates, and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ the Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ the Nasdaq and the deregistration of the Shares under the Exchange Act and any other communications with Nasdaq reasonably requested by Parent and its Affiliates as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Reven Housing REIT, Inc.), Merger Agreement (KBS Strategic Opportunity REIT, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its reasonable best efforts to takeefforts, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under in accordance with applicable laws and rules and policies of NASDAQ Nasdaq, to enable facilitate the commencement of the delisting by the Surviving Corporation of the Shares from NASDAQ Company and the deregistration of the Shares under the Exchange Act shares of Company Common Stock from Nasdaq as promptly as practicable after the Effective Time. Prior to the Effective Time, the Company shall not voluntarily delist the Company Common Stock from Nasdaq.

Appears in 2 contracts

Samples: Merger Agreement (Exact Sciences Corp), Merger Agreement (Genomic Health Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the applicable rules and policies of NASDAQ the NYSE to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ the NYSE and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (TransDigm Group INC), Merger Agreement (Esterline Technologies Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ the NYSE to enable the delisting by the Surviving Corporation Company of the Company Common Shares from NASDAQ the NYSE and the deregistration of the Company Common Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Myovant Sciences Ltd.), Merger Agreement (Myovant Sciences Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable necessary on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten days after the Closing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (UNITED THERAPEUTICS Corp), Merger Agreement (SteadyMed Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Applicable Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Lojack Corp), Merger Agreement (CalAmp Corp.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Omron Corp /Fi), Merger Agreement (Adept Technology Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actionsactions and do, and do or cause to be done done, all things, things reasonably necessary, proper or advisable on its part under pursuant to applicable laws law and the rules and policies regulations of NASDAQ to enable cause (a) the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.Company

Appears in 1 contract

Samples: Merger Agreement (Marketo, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the applicable rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (RPX Corp)

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Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ on the Closing Date and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Timethereafter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent Holdco and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and the deregistration of the Common Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Sciclone Pharmaceuticals Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ the New York Stock Exchange to enable the delisting by the Surviving Corporation of the Shares from NASDAQ the New York Stock Exchange as promptly as practicable after (and only after) the Effective Time and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (ClubCorp Holdings, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ the New York Stock Exchange to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ the New York Stock Exchange as promptly as practicable after (and only after) the Effective Time and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Netshoes (Cayman) Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than 10 days after the Closing Date.

Appears in 1 contract

Samples: Merger Agreement (Jounce Therapeutics, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ the NYSE to enable the delisting by the Surviving Corporation Company of the Shares from NASDAQ the NYSE and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 1 contract

Samples: Merger Agreement (LSC Communications, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and Nasdaq rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than 10 days after the Closing Date.

Appears in 1 contract

Samples: Merger Agreement (Intersections Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Envivio Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (G1 Therapeutics, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, take or cause to be taken, taken all actions, and do or cause to be done all things, reasonably necessary, proper proper, or advisable on its part under applicable laws and rules and policies of NASDAQ Law to enable cause the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ Global Market and the deregistration of the Shares Company Common Stock under the Exchange Act and any other applicable Securities Laws as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 1 contract

Samples: Merger Agreement (Landos Biopharma, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.advisable

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ambit Biosciences Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares Company Common Stock from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Schulman a Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its commercially reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ NYSE to enable the delisting by the Surviving Corporation of the Shares shares of Company Common Stock from NASDAQ NYSE and the deregistration of the Shares such shares under the Exchange Act as promptly as practicable after the Effective Time, and in any event no more than ten (10) days after the Closing Date.

Appears in 1 contract

Samples: Merger Agreement (Leaf Group Ltd.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (AlerisLife Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ as promptly as practicable after (and only after) the Effective Time and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Cypress Semiconductor Corp /De/)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and the deregistration of the Common Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Multi Fineline Electronix Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from The NASDAQ Global Market and the 63 – AGREEMENT AND PLAN OF MERGER deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Key Technology Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from the NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Amalgamation Agreement (Sinovac Biotech LTD)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent Investor and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation Company of the Shares Company Common Stock from NASDAQ Nasdaq and the deregistration of the Shares Company Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Omnivision Technologies Inc)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and the rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and Nasdaq, the deregistration of the Shares under the Exchange Act and the withdrawal of any active registration statements under the Securities Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Lumos Pharma, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Imago BioSciences, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation Company of the Shares shares of Common Stock from NASDAQ and the deregistration of the Shares shares of Common Stock under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Rent a Center Inc De)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, things reasonably necessary, proper or advisable on its part under applicable laws Laws and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation of the Shares from NASDAQ Nasdaq and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Oyster Point Pharma, Inc.)

Stock Exchange Delisting; Deregistration. Prior to the Closing DateEffective Time, the Company shall will cooperate with Parent and use its reasonable best efforts to shall take, or cause to be taken, all actionsactions and do, and do or cause to be done done, all things, things reasonably necessary, proper or advisable necessary on its part under pursuant to applicable laws and rules and policies of NASDAQ Law to enable cause (a) the delisting by the Surviving Corporation of the Shares from NASDAQ the Nasdaq as promptly as practicable after the Effective Time and (b) the deregistration of the Shares under pursuant to the Exchange Act as promptly as practicable after the Effective Timesuch delisting.

Appears in 1 contract

Samples: Merger Agreement (MULTI COLOR Corp)

Stock Exchange Delisting; Deregistration. Prior to the Closing Date, the Company shall will cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws Law and rules and policies of NASDAQ Nasdaq to enable the delisting by the Surviving Corporation Company of the Common Shares from NASDAQ and Nasdaq, the deregistration of the Common Shares under the Exchange Act and the suspension of the Company’s reporting obligations as promptly as practicable after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Arco Platform Ltd.)

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