Common use of Takeover Statutes; Appraisal Rights Clause in Contracts

Takeover Statutes; Appraisal Rights. Neither CCPT V nor any CCPT V Subsidiary is, nor at any time during the last two (2) years was, an “interested stockholder” of CMFT as defined in Section 3-601 of the MGCL. The CCPT V Board has taken all action necessary to render inapplicable to the Merger the restrictions on business combinations contained in Subtitle 6 of Title 3 of the MGCL. The restrictions on control share acquisitions contained in Subtitle 7 of Title 3 of the MGCL are not applicable to the Merger and no other “business combination,” “control share acquisition,” “fair price,” “moratorium” or other takeover or anti-takeover statute or similar federal or state Law (collectively, “Takeover Statutes”) are applicable to this Agreement, the Merger or the other transactions contemplated by this Agreement. Pursuant to the CCPT V Charter, no dissenters’, appraisal or similar rights are available to the holders of CCPT V Common Stock with respect to the Merger and the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cole Office & Industrial REIT (CCIT III), Inc.), Agreement and Plan of Merger (Cole Credit Property Trust V, Inc.)

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Takeover Statutes; Appraisal Rights. Neither CCPT V CCIT III nor any CCPT V CCIT III Subsidiary is, nor at any time during the last two (2) years was, an “interested stockholder” of CMFT as defined in Section 3-601 of the MGCL. The CCPT V CCIT III Board has taken all action necessary to render inapplicable to the Merger the restrictions on business combinations contained in Subtitle 6 of Title 3 of the MGCL. The restrictions on control share acquisitions contained in Subtitle 7 of Title 3 of the MGCL are not applicable to the Merger and no other “business combination,” “control share acquisition,” “fair price,” “moratorium” or other takeover or anti-takeover statute or similar federal or state Law (collectively, “Takeover Statutes”) are applicable to this Agreement, the Merger or the other transactions contemplated by this Agreement. Pursuant to the CCPT V CCIT III Charter, no dissenters’, appraisal or similar rights are available to the holders of CCPT V CCIT III Common Stock with respect to the Merger and the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cim Real Estate Finance Trust, Inc.), Agreement and Plan of Merger (Cole Office & Industrial REIT (CCIT III), Inc.)

Takeover Statutes; Appraisal Rights. Neither CCPT V CCIT II nor any CCPT V CCIT II Subsidiary is, nor at any time during the last two (2) years was, an “interested stockholder” of CMFT GCEAR as defined in Section 3-601 of the MGCL. The CCPT V CCIT II Board has taken all action necessary to render inapplicable to the REIT Merger the restrictions on business combinations contained in Subtitle 6 of Title 3 of the MGCL. The restrictions on control share acquisitions contained in Subtitle 7 of Title 3 of the MGCL are not applicable to the REIT Merger and no other “business combination,” “control share acquisition,” “fair price,” “moratorium” or other takeover or anti-takeover statute or similar federal or state Law (collectively, “Takeover Statutes”) are applicable to this Agreement, the Merger Mergers or the other transactions contemplated by this Agreement. Pursuant to the CCPT V CCIT II Charter, no dissenters’, appraisal or similar rights are available to the holders of CCPT V CCIT II Common Stock with respect to the REIT Merger and the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cole Office & Industrial REIT (CCIT II), Inc.)

Takeover Statutes; Appraisal Rights. Neither CCPT V CCIT II nor any CCPT V CCIT II Subsidiary is, nor at any time during the last two (2) years was, an “interested stockholder” of CMFT as defined in Section 3-601 of the MGCL. The CCPT V CCIT II Board has taken all action necessary to render inapplicable to the Merger the restrictions on business combinations contained in Subtitle 6 of Title 3 of the MGCL. The restrictions on control share acquisitions contained in Subtitle 7 of Title 3 of the MGCL are not applicable to the Merger and no other “business combination,” “control share acquisition,” “fair price,” “moratorium” or other takeover or anti-takeover statute or similar federal or state Law (collectively, “Takeover Statutes”) are applicable to this Agreement, the Merger or the other transactions contemplated by this Agreement. Pursuant to the CCPT V CCIT II Charter, no dissenters’, appraisal or similar rights are available to the holders of CCPT V CCIT II Common Stock with respect to the Merger and the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cole Office & Industrial REIT (CCIT II), Inc.)

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Takeover Statutes; Appraisal Rights. Neither CCPT V INAV nor any CCPT V INAV Subsidiary is, nor at any time during the last two (2) years was, an “interested stockholder” of CMFT as defined in Section 3-601 of the MGCL. The CCPT V INAV Board has taken all action necessary to render inapplicable to the Merger the restrictions on business combinations contained in Subtitle 6 of Title 3 of the MGCL. The restrictions on control share acquisitions contained in Subtitle 7 of Title 3 of the MGCL are not applicable to the Merger and no other “business combination,” “control share acquisition,” “fair price,” “moratorium” or other takeover or anti-takeover statute or similar federal or state Law (collectively, “Takeover Statutes”) are applicable to this Agreement, the Merger or the other transactions contemplated by this Agreement. Pursuant to the CCPT V INAV Charter, no dissenters’, appraisal or similar rights are available to the holders of CCPT V INAV Common Stock with respect to the Merger and the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cim Income Nav, Inc.)

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