Common use of Takeover Laws Clause in Contracts

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.11, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock or the Transactions.

Appears in 7 contracts

Samples: Merger Agreement (GRIID Infrastructure Inc.), Merger Agreement (GRIID Infrastructure Inc.), Merger Agreement (Cleanspark, Inc.)

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Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.25, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions any Takeover Law (including Section 203 of the DGCL) or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock Stock, this Agreement, the Transaction Support Agreement or the Transactions.

Appears in 4 contracts

Samples: Transaction Support Agreement (HighPoint Resources Corp), Transaction Support Agreement (Bonanza Creek Energy, Inc.), Merger Agreement (Bonanza Creek Energy, Inc.)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.29, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock Stock, this Agreement or the Transactions.

Appears in 4 contracts

Samples: Merger Agreement (Earthstone Energy Inc), Merger Agreement (Earthstone Energy Inc), Agreement and Plan of Merger (Permian Resources Corp)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.27, the approval of the Company Board of this Agreement Agreement, including the related Plan of Merger, and the Transactions represents all the action necessary to render inapplicable to this Agreement Agreement, including the related Plan of Merger, and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock Stock, this Agreement or the Transactions.

Appears in 3 contracts

Samples: Merger Agreement (Baytex Energy Corp.), Merger Agreement (Ranger Oil Corp), Merger Agreement (Ranger Oil Corp)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.24, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock Stock, this Agreement, the Designated Stockholder Voting Agreements or the Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Jagged Peak Energy Inc.), Merger Agreement (Parsley Energy, Inc.)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.24, the approval of the Company Board of this Agreement and the Transactions represents has taken all the action necessary to render inapplicable to this Agreement and the Transactions any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock or the Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Eclipse Resources Corp), Voting Agreement (Eclipse Resources Corp)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.11, the The approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock Stock, this Agreement or the Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Ritchie Bros Auctioneers Inc), Merger Agreement (IAA, Inc.)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.16, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock or the Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Concho Resources Inc), Merger Agreement (Conocophillips)

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Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.23, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock or the Transactions.

Appears in 2 contracts

Samples: Merger Agreement (CONSOL Energy Inc.), Merger Agreement (Arch Resources, Inc.)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.25, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law (including Section 203 of the DGCL) or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock Stock, this Agreement or the Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Bonanza Creek Energy, Inc.), Merger Agreement (Extraction Oil & Gas, Inc.)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.24, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock or the Transactions.

Appears in 1 contract

Samples: Merger Agreement (RSP Permian, Inc.)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth contained in Section 5.115.25, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions the restrictions of any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock Stock, this Agreement or the Transactions.

Appears in 1 contract

Samples: Merger Agreement (Southwestern Energy Co)

Takeover Laws. Assuming the accuracy of the representations and warranties set forth in Section 5.115.13, the approval of the Company Board of this Agreement and the Transactions represents all the action necessary to render inapplicable to this Agreement and the Transactions any Takeover Law or any anti-takeover provision in the Company’s Organizational Documents that is applicable to the Company, the shares of Company Common Stock Stock, this Agreement or the Transactions.

Appears in 1 contract

Samples: Merger Agreement (Diamondback Energy, Inc.)

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