Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards of Directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 17 contracts
Samples: Merger Agreement (CymaBay Therapeutics, Inc.), Merger Agreement (Gilead Sciences, Inc.), Merger Agreement (Computer Task Group Inc)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards of Directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 6 contracts
Samples: Merger Agreement (J2 Global, Inc.), Merger Agreement (Everyday Health, Inc.), Merger Agreement (Sequenom Inc)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Offer, the Merger or any of the other Transactions, each of Parent and the Company and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Offer, the Merger and the other Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Offer, the Merger or the other Transactions.
Appears in 6 contracts
Samples: Merger Agreement (Societal CDMO, Inc.), Merger Agreement (Flexion Therapeutics Inc), Merger Agreement (Adamas Pharmaceuticals Inc)
Takeover Laws. If any Takeover Law may become, is or may purport to be, become applicable to the TransactionsMerger or any of the other transactions contemplated by this Agreement, each of the Company, Parent and the Company Merger Sub and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant all such approvals and take all such actions as are reasonably necessary or appropriate so that the Transactions such transactions may be consummated as promptly as practicable hereafter on the terms and conditions contemplated hereby hereby, and otherwise act reasonably to lawfully eliminate or minimize the effect effects of any Takeover such Law on any of the Transactionssuch transactions.
Appears in 6 contracts
Samples: Merger Agreement (Gentex Corp), Merger Agreement (Gentex Corp), Merger Agreement (VOXX International Corp)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent Parent, Merger Sub and the Company and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 5 contracts
Samples: Merger Agreement (Harmony Biosciences Holdings, Inc.), Merger Agreement (Harmony Biosciences Holdings, Inc.), Merger Agreement (Zynerba Pharmaceuticals, Inc.)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 5 contracts
Samples: Acquisition Agreement, Merger Agreement (IVERIC Bio, Inc.), Merger Agreement (AlerisLife Inc.)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactionstransactions contemplated by this Agreement (including the Merger), each of Parent and the Company Parties and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactionstransactions contemplated by this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (Mikros Systems Corp), Merger Agreement (TransDigm Group INC), Merger Agreement (Esterline Technologies Corp)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Contemplated Transactions, each of . Parent and the Company and the members of their respective Boards boards of Directors directors (or respective committees thereof) shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Contemplated Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Contemplated Transactions.
Appears in 3 contracts
Samples: Merger Agreement (Cyclo Therapeutics, Inc.), Merger Agreement (Cyclo Therapeutics, Inc.), Merger Agreement (Rafael Holdings, Inc.)
Takeover Laws. If any Takeover Law may become, is or may purport to be, become applicable to the Transactions, each of Parent the MLP Entities and the Company and the members of their respective Boards boards of Directors shall use directors or managers and/or the Parent Entities and their respective reasonable best efforts to boards of directors or managers, as applicable, will grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement and conditions contemplated hereby and the Parties will otherwise act to lawfully eliminate or minimize the effect effects of any such Takeover Law on any of the TransactionsMerger.
Appears in 3 contracts
Samples: Purchase Agreement (Arc Logistics Partners LP), Merger Agreement, Merger Agreement (PetroLogistics LP)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Offer, the Merger or any of the other Transactions, each of Parent and the Company and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Offer, the Merger and the other Transactions contemplated hereby may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate minimize the effect of any Takeover Law on any of the Offer, the Merger or the other Transactions.
Appears in 3 contracts
Samples: Merger Agreement (Biodelivery Sciences International Inc), Merger Agreement (Collegium Pharmaceutical, Inc), Agreement and Plan of Merger (Biodelivery Sciences International Inc)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the TransactionsTransactions or the transactions contemplated by the CVR Agreement, each of Parent and the Company and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 2 contracts
Samples: Merger Agreement (Mirati Therapeutics, Inc.), Merger Agreement (Mirati Therapeutics, Inc.)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent Parent, Purchaser and the Company and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.), Merger Agreement (Checkmate Pharmaceuticals, Inc.)
Takeover Laws. If any Takeover Law may become, is or may purport to be, become applicable to the Transactions, each of the Company, Parent and the Company Merger Sub and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take all such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby by this Agreement and otherwise act to lawfully eliminate or minimize the effect effects of any Takeover Law such statute or regulation on any of the Transactions.
Appears in 2 contracts
Samples: Merger Agreement (Harris Corp /De/), Merger Agreement (Exelis Inc.)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards boards of Directors directors (or respective committees thereof) shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 2 contracts
Samples: Merger Agreement (PetIQ, Inc.), Merger Agreement (Channeladvisor Corp)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactionstransactions contemplated in this Agreement, each of Parent and the Company and the members of their respective Boards of Directors shall use their respective reasonable best efforts to will grant such approvals and take such actions as are necessary so that the Transactions transactions contemplated by this Agreement may be consummated as promptly as practicable practicable, and in any event prior to the Termination Date, on the terms and conditions contemplated hereby and thereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactionstransactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Safenet Inc), Agreement and Plan of Reorganization (Rainbow Technologies Inc)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards board of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 2 contracts
Samples: Merger Agreement (Juno Therapeutics, Inc.), Merger Agreement (Celgene Corp /De/)
Takeover Laws. If any Takeover Law may become, becomes or may purport is deemed to be, become applicable to Parent, the Company, the Merger or any of the Transactions, then each of Parent and Parent, the board of directors (or similar governing body) of Parent, the Company and the members of their respective Boards Company Board of Directors shall use their its respective reasonable best efforts to grant (a) render such approvals Takeover Law (or the relevant provisions thereof) inapplicable to the foregoing and (b) take all such actions as are reasonably necessary so that to eliminate and, if not possible, minimize the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect effects of any such Takeover Law on any of the TransactionsMerger.
Appears in 1 contract
Samples: Merger Agreement (Central European Media Enterprises LTD)
Takeover Laws. If any Takeover Law may become, is or may purport to be, become applicable to the Transactions, each of Parent and the Company and Parent, including the members Company Board and the board of their respective Boards directors of Directors shall use their respective reasonable best efforts to Parent, will grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement and conditions contemplated hereby and the Parties will otherwise act to lawfully eliminate or minimize the effect effects of any such Takeover Law on any of the TransactionsMerger.
Appears in 1 contract
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards of Directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are reasonably necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Samples: Merger Agreement (Bsquare Corp /Wa)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactionstransactions contemplated by this Agreement (including the Offer and the Merger), each of Parent and the Company Parties and the members of their respective Boards of Directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactionstransactions contemplated by this Agreement.
Appears in 1 contract
Samples: Merger Agreement (RPX Corp)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent Parent, Purchaser and the Company and the members Parent Management Board, the Parent Supervisory Board, and each of their Purchaser’s and the Company’s respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Samples: Merger Agreement (Constellation Pharmaceuticals Inc)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards boards of Directors directors (or respective committees thereof) shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate or minimize the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Takeover Laws. If any Takeover Law may become, or may purport to be, becomes applicable to the Transactions, each of Parent and the Company and the members of their respective Boards board of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are reasonably necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate or minimize the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Samples: Merger Agreement (Gaming Partners International CORP)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent Parent, Purchaser and the Company and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Samples: Merger Agreement (Pfizer Inc)
Takeover Laws. If any Takeover Law may become, or may purport to be, or does become applicable to the Transactions, each of Parent Parent, Merger Sub, and the Company and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate or minimize the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Takeover Laws. If any Takeover Law is or may become, or is or may purport to be, applicable to the Transactions, each of Parent and the Company Parties and the members of their respective Boards boards of Directors directors shall use their respective reasonable best efforts to grant such approvals and take such actions (or refrain from taking such actions) as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby by this Agreement and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Takeover Laws. If any Takeover Law may become, is or may purport to be, become applicable to the Transactions, each of Parent the Partnership Entities and the Company and the members of their respective Boards boards of Directors shall use directors or managers and/or the Parent Entities and their respective reasonable best efforts to boards of directors or managers, as applicable, will grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms contemplated by this Agreement and conditions contemplated hereby and the Parties will otherwise act to lawfully eliminate or minimize the effect effects of any such Takeover Law on any of the TransactionsMergers.
Appears in 1 contract
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards boards of Directors directors shall use their respective commercially reasonable best efforts to grant such approvals and take such actions as are reasonably necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Samples: Merger Agreement (Alcon Inc)
Takeover Laws. If any Takeover Law may become, or may purport to be, applicable to the Transactions, each of Parent and the Company and the members of their respective Boards boards of Directors directors (or respective committees thereof) shall use their respective reasonable best efforts to grant such approvals and take such actions as are necessary so that the Transactions may be consummated as promptly as practicable on the terms and conditions contemplated hereby and otherwise act to lawfully eliminate the effect of any Takeover Law on any of the Transactions.
Appears in 1 contract
Samples: Merger Agreement (PlayAGS, Inc.)