Common use of Stockholders' Approval Clause in Contracts

Stockholders' Approval. Subject to the duties of the Board of Directors of CHI under applicable law, CHI shall, as promptly as practicable, submit the transactions contemplated hereby for the approval of its stockholders at a meeting of stockholders and, subject to the duties of the Board of Directors of CHI under applicable law, shall use its commercially reasonable efforts to obtain stockholder approval and adoption (the "CHI Stockholders' Approval") of this Agreement and the transactions contemplated hereby. Such meeting of the stockholders shall be held as soon as practicable following the date upon which the Registration Statement becomes effective. CHI shall, through its Board of Directors, but subject to the duties of the members thereof under applicable law, recommend to its stockholders approval of the transactions contemplated by this Agreement. CHI acknowledges and agrees: (i) that a breach of its covenant contained in this Section 7.2 to convene a meeting of its stockholders and call for a vote with respect to the approval of this Agreement and the Merger will result in irreparable harm to EChapman which will not be compensable in money damages, and (ii) that such covenant shall be specifically enforceable and that specific performance and injunctive relief shall be a remedy properly available to EChapman for a breach of such covenant.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Echapman Com Inc), Agreement and Plan of Merger (Echapman Com Inc)

AutoNDA by SimpleDocs

Stockholders' Approval. Subject to the duties of the Board of Directors of CHI CCMH under applicable law, CHI CCMH shall, as promptly as practicable, submit the transactions contemplated hereby for the approval of its stockholders at a meeting of stockholders and, subject to the duties of the Board of Directors of CHI CCMH under applicable law, shall use its commercially reasonable efforts to obtain stockholder approval and adoption (the "CHI CCMH Stockholders' Approval") of this Agreement and the transactions contemplated hereby. Such meeting of the stockholders shall be held as soon as practicable following the date upon which the Registration Statement becomes effective. CHI CCMH shall, through its Board of Directors, but subject to the duties of the members thereof under applicable law, recommend to its stockholders approval of the transactions contemplated by this Agreement. CHI CCMH acknowledges and agrees: (i) that a breach of its covenant contained in this Section 7.2 to convene a meeting of its stockholders and call for a vote with respect to the approval of this Agreement and the Merger will result in irreparable harm to EChapman which will not be compensable in money damages, and (ii) that such covenant shall be specifically enforceable and that specific performance and injunctive relief shall be a remedy properly available to EChapman for a breach of such covenant.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Echapman Com Inc), Agreement and Plan of Merger (Echapman Com Inc)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.