Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s prior written consent, which will not be unreasonably withheld or delayed.
Appears in 6 contracts
Samples: Merger Agreement (On Semiconductor Corp), Merger Agreement (California Micro Devices Corp), Merger Agreement (Catalyst Semiconductor Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company members of its Board of Directors relating to this Agreement or any of and the transactions contemplated by this Agreement, hereby or otherwise and shall not settle any such litigation without Parent’s prior written consent, which will not be unreasonably withheld or delayed.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Internap Network Services Corp), Merger Agreement (Vitalstream Holdings Inc), Merger Agreement (Vitalstream Holdings Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give the Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement the Merger or any of the other transactions contemplated by this Agreement, and shall not settle any such litigation without the Parent’s prior written consent, which will consent shall not be unreasonably withheld or delayedconditioned.
Appears in 4 contracts
Samples: Merger Agreement (Performance Technologies Inc \De\), Merger Agreement (Sonus Networks Inc), Merger Agreement (Network Equipment Technologies Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the Buyer the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company its Board of Directors relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s the Buyer's prior written consent, which will not be unreasonably withheld or delayed.
Appears in 3 contracts
Samples: Merger Agreement (Prodigy Communications Corp), Merger Agreement (Yesmail Com Inc), Merger Agreement (Prodigy Communications Corp)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company its Board of Directors relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s 's prior written consent, which will not be unreasonably withheld or delayed.
Appears in 3 contracts
Samples: Merger Agreement (Leukosite Inc), Merger Agreement (Millennium Pharmaceuticals Inc), Merger Agreement (Millennium Pharmaceuticals Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the Buyer the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s the Buyer's prior written consent, which will not be unreasonably withheld or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Genaissance Pharmaceuticals Inc), Merger Agreement (Student Advantage Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the Buyer the opportunity to participate at its expense in the defense or settlement of any stockholder litigation against the Company or the Company its Board of Directors relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s the Buyer's prior written consent, which will not be unreasonably withheld or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Sonic Foundry Inc), Merger Agreement (Adforce Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the Buyer the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parentthe Buyer’s prior written consent, which will not be unreasonably withheld or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Skyworks Solutions, Inc.), Agreement and Plan of Merger (Advanced Analogic Technologies Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give the Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company its Board of Directors relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without the Parent’s 's prior written consent, which will not be unreasonably withheld or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Applied Science & Technology Inc), Merger Agreement (MKS Instruments Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective TimeTime of the Merger, the Company shall give Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Board of Directors of Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s prior written consent, which will not be unreasonably withheld or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Optio Software Inc), Merger Agreement (Bottomline Technologies Inc /De/)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give the Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement the Merger or any of the other transactions contemplated by this Agreement, and shall not settle any such litigation without the Parent’s prior written consent, which will not be unreasonably withheld or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Perkinelmer Inc), Merger Agreement (Caliper Life Sciences Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give the Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without the Parent’s prior written consent, which will not be unreasonably withheld withheld, conditioned or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Bookham Technology PLC), Merger Agreement (New Focus Inc)
Stockholder Litigation. Until the earlier of the termination of this ---------------------- Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the Buyer the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company its Board of Directors relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s the Buyer's prior written consent, which will not be unreasonably withheld or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Cmgi Inc), Merger Agreement (Cmgi Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the Buyer the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parentthe Buyer’s prior written consent, which will not be unreasonably withheld withheld, conditioned or delayed.
Appears in 2 contracts
Samples: Merger Agreement (Danaher Corp /De/), Merger Agreement (Visual Networks Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give the Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or any member of the Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without the Parent’s prior written consent, which will not be unreasonably withheld or delayed.
Appears in 1 contract
Samples: Merger Agreement (Idm Pharma, Inc.)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, Parent, on the Company one hand, and the Company, on the other hand, shall give Parent the other party the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this AgreementContemplated Transactions, and shall not settle any such litigation without Parentthe other party’s prior written consent, which will not be unreasonably withheld withheld, conditioned or delayed.
Appears in 1 contract
Samples: Merger Agreement (Telik Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or any member of the Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s prior written consent, which will not be unreasonably withheld or delayed.
Appears in 1 contract
Samples: Merger Agreement (Lasercard Corp)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, Parent, on the Company one hand, and the Company, on the other hand, shall give Parent the other party the opportunity to participate in the defense or settlement of any stockholder or member litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this AgreementTransactions, and shall not settle any such litigation without Parentthe other party’s prior written consent, which will not be unreasonably withheld withheld, conditioned or delayed.
Appears in 1 contract
Samples: Merger Agreement (Transgenomic Inc)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this Agreement, and shall not settle any such litigation without Parent’s prior written consentConsent, which will not be unreasonably withheld or delayed.
Appears in 1 contract
Samples: Merger Agreement (Heckmann CORP)
Stockholder Litigation. Until the earlier of the termination of this Agreement in accordance with its terms or the Effective Time, the Company shall give the Parent the opportunity to participate in the defense or settlement of any stockholder litigation against the Company or the Company Board relating to this Agreement or any of the transactions contemplated by this AgreementTransactions, and shall not settle any such litigation without the Parent’s prior written consent, which will not be unreasonably withheld or delayed.
Appears in 1 contract
