Stockholder Litigation. Each of the Company and Parent shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its directors relating to the transactions contemplated by this Agreement.
Appears in 16 contracts
Samples: Agreement and Plan of Merger (Woronoco Bancorp Inc), Agreement and Plan of Merger (Citigroup Inc), Agreement and Plan of Merger (Cendant Corp)
Stockholder Litigation. Each of the The Company and Parent shall give the other Parent the reasonable opportunity to participate in the defense of any stockholder litigation against or in the name of the Company or Parent, as applicable, and and/or its respective directors relating to the transactions contemplated by this Agreement.
Appears in 8 contracts
Samples: Voting Agreement (Advanced Power Technology Inc), Agreement and Plan of Merger (Adc Telecommunications Inc), Agreement and Plan of Merger (Microsemi Corp)
Stockholder Litigation. Each of the Company and Parent shall give the other the reasonable opportunity to participate in consult concerning the defense of any stockholder litigation against the Company or Parent, as applicable, and its or any of their respective directors or officers relating to the transactions contemplated by this Agreement.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (First Mid Bancshares, Inc.), Agreement and Plan of Merger (First Mid Illinois Bancshares Inc), Agreement and Plan of Merger (First Mid Illinois Bancshares Inc)
Stockholder Litigation. Each of the The Company and Parent shall give Parent the other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its officers or directors relating to the transactions contemplated by this Agreement.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Crane Co /De/), Agreement and Plan of Merger (Dell Inc), Agreement and Plan of Merger (Gateway Inc)
Stockholder Litigation. Each of the Company and Parent Purchaser shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against or in the name of the Company or ParentPurchaser, as applicable, and its and/or their respective directors relating to the transactions contemplated by this Agreement.
Appears in 4 contracts
Samples: Securities Purchase And (Psq, LLC), Tender Offer Agreement (Gilat Satellite Networks LTD), Tender Offer Agreement (Gilat Satellite Networks LTD)
Stockholder Litigation. Each of the Company and Parent shall give the other Parent the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its directors or officers relating to this Agreement and the transactions contemplated by hereby, and Parent shall give Company the reasonable opportunity to participate in the defense of any stockholder litigation against Parent or its directors or officers relating to this AgreementAgreement and the transactions contemplated hereby.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Tower Group, Inc.), Agreement and Plan of Merger (CastlePoint Holdings, Ltd.), Agreement and Plan of Merger (CastlePoint Holdings, Ltd.)
Stockholder Litigation. Each of the The Company and Parent shall each give the other the reasonable opportunity to participate in the defense or settlement of any stockholder litigation Litigation against the Company or Parent, as applicable, and its directors and/or Parent and its directors relating to the Merger or the other transactions contemplated by this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ev3 Inc.), Agreement and Plan of Merger (Micro Therapeutics Inc), Agreement and Plan of Merger (Micro Investment LLC)
Stockholder Litigation. (a) Each of the Company and Parent shall will give the other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company Company, Parent or ParentPurchaser, as applicable, and its or their respective directors relating to the transactions contemplated by this Agreement. The Company agrees that it will not settle any litigation currently pending, or commenced after the date hereof, against the Company or any of its directors by any stockholder of the Company relating to the Offer or this Agreement, without prior written consent of Parent, which shall not be unreasonably withheld.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Aydin Corp), Agreement and Plan of Merger (Aydin Corp), Agreement and Plan of Merger (L 3 Communications Corp)
Stockholder Litigation. Each of the The Company and Parent shall give the other Parent the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its officers or directors relating to the transactions contemplated by this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Main Street Acquisition CORP), Agreement and Plan of Merger (Main Street Restaurant Group, Inc.), Agreement and Plan of Merger (Main Street Restaurant Group, Inc.)
Stockholder Litigation. Each of the Company and Parent shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parentthe Parent and their respective directors and officers, as applicable, and its directors relating to the transactions contemplated by Transactions or this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Collegiate Pacific Inc), Agreement and Plan of Merger (Collegiate Pacific Inc)
Stockholder Litigation. Each of the Company and Parent shall give cooperate with the other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its their respective directors relating to the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cognos Inc), Agreement and Plan of Merger (Applix Inc /Ma/)
Stockholder Litigation. Each of the Company and Parent shall give the ---------------------- other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its directors relating to the transactions contemplated by this AgreementAgreement and the Option Agreements.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Onsale Inc), Agreement and Plan of Merger (Egghead Com Inc)
Stockholder Litigation. Each of the The Company and Parent shall give the other the Parent ---------------------- reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and/or its officers and its directors relating to the transactions contemplated by this Agreementhereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Security Capital Group Inc/)
Stockholder Litigation. Each of the Company and Parent shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its directors relating to this Agreement, the Support Agreements or the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Maxcor Financial Group Inc)
Stockholder Litigation. Each of the Company and Parent shall give ---------------------- the other the reasonable opportunity to participate in the defense of any stockholder litigation against or in the name of Company or Parent, as applicable, and its and/or their respective directors relating to the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Intermedia Communications of Florida Inc)
Stockholder Litigation. Each of Parent and the Company and Parent shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against Parent or the Company or ParentCompany, as applicable, and its respective directors relating to the transactions contemplated by this Agreementhereby. ARTICLE VIII.
Appears in 1 contract
Stockholder Litigation. Each of the Company and Parent shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its directors relating to the transactions contemplated by this AgreementAgreement and the Option Agreements.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Flextronics International LTD)
Stockholder Litigation. Each of Parent and the Company and Parent shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against Parent or the Company or ParentCompany, as applicable, and its respective directors relating to the transactions contemplated by this Agreementhereby.
Appears in 1 contract
Stockholder Litigation. Each of the Company and Parent ---------------------- shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against the Company or Parent, as applicable, and its directors relating to the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fairfield Communities Inc)
Stockholder Litigation. Each of Parent and the Company and Parent Companies shall give the other the reasonable opportunity to participate in the defense of any stockholder litigation against Parent or the Company or ParentCompanies, as applicable, and its directors relating to the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Citadel Holding Corp)
