Common use of Takeover Statutes Clause in Contracts

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Merger Agreement (STG Group, Inc.), Merger Agreement (Veeco Instruments Inc), Merger Agreement (Veeco Instruments Inc)

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Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 5 contracts

Samples: Merger Agreement (CONMED Corp), Merger Agreement (CONMED Corp), Merger Agreement (Conmed Corp)

Takeover Statutes. If The Company and its board of directors shall, if any Takeover Statute is takeover statute or similar statute or regulation of any state becomes or may become applicable to this Agreement, the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so to ensure that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate minimize the effects effect of any Takeover Statute such statute or regulation on this Agreement, the Merger and any of the other transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Merger Agreement (310 Holdings, Inc.), Merger Agreement (Blue Mountain Resources Inc.), Merger Agreement (Brampton Crest International Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement other than arising out of or resulting from a breach by Parent or Merger Sub of Section 6.15(b), the board of directors of Company and the Company shall use commercially reasonable efforts Board shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Samples: Merger Agreement (Irobot Corp), Merger Agreement, Merger Agreement (Whole Foods Market Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementMerger, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Exelon Corp), Agreement and Plan of Merger (Potomac Electric Power Co), Merger Agreement (Potomac Electric Power Co)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute takeover statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 4 contracts

Samples: Merger Agreement (Verticalnet Inc), Merger Agreement (Appliedtheory Corp), Merger Agreement (Appliedtheory Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Company and the members of directors its Board of the Company shall use commercially reasonable efforts to Directors will grant such approvals and will take such other actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and will otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 4 contracts

Samples: Merger Agreement (Citadel Broadcasting Co), Merger Agreement (Terex Corp), Merger Agreement (Agribrands International Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions transaction contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Samples: Merger Agreement (TerraForm Power, Inc.), Merger Agreement (Shire PLC), Merger Agreement (Dyax Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board (or any other appropriate committee of the Company Board) shall grant all approvals and use their commercially reasonable efforts to grant such approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Samples: Merger Agreement (Sirna Therapeutics Inc), Merger Agreement (Merck & Co Inc), Agreement and Plan of Merger (Actelion US Holding CO)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 4 contracts

Samples: Merger Agreement (Sciquest Inc), Merger Agreement (Rf Monolithics Inc /De/), Merger Agreement (Commscope Inc)

Takeover Statutes. If any Takeover Statute The Company and the Company Board shall (i) take all actions necessary to ensure that no takeover statute or similar statute or regulation is or may become becomes applicable to this Agreement and the Merger Transactions and (ii) if any takeover statute or similar statute or regulation becomes applicable to this Agreement or any of the other transactions contemplated by this AgreementTransactions, the board of directors of the Company shall use commercially reasonable efforts take all action necessary to grant such approvals and take such actions as are reasonably necessary so ensure that the Merger and such the other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate minimize the effects effect of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this AgreementTransactions.

Appears in 3 contracts

Samples: Merger Agreement (Splunk Inc), Merger Agreement (Cisco Systems, Inc.), Merger Agreement (Broadsoft, Inc.)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company shall Board each will use commercially reasonable best efforts to grant such approvals and take such actions as are reasonably necessary so ensure that the Merger and such the other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such Law on this Agreement, the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Samples: Merger Agreement (Microchip Technology Inc), Merger Agreement (Atmel Corp), Merger Agreement (Atmel Corp)

Takeover Statutes. If Unless the Company Board has withdrawn, modified or amended the Company Board Recommendation, if any Takeover Statute takeover statute is or may become becomes applicable to this Agreement, the Offer, the Merger or any of the other transactions contemplated by this Agreement, each of Parent, the board Company and their respective boards of directors of the Company shall use commercially reasonable best efforts to grant (a) ensure that such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on upon the terms and subject to the conditions set forth in this Agreement and (b) otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch takeover statute.

Appears in 3 contracts

Samples: Merger Agreement (Frozen Food Express Industries Inc), Merger Agreement (LD Commodities Sugar Holdings LLC), Merger Agreement (Imperial Sugar Co /New/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Ancillary Agreements may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Samples: Merger Agreement (Ndchealth Corp), Merger Agreement (Broadcom Corp), Merger Agreement (Broadcom Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement other than arising out of resulting from a breach by Parent or Merger Sub of Section 6.17(c), the board of directors of Company and the Company shall use commercially reasonable efforts Board shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Monsanto Co /New/), Merger Agreement

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board (or the Independent Directors or any other appropriate committee of the Company Board) shall use commercially reasonable efforts to grant such all approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 3 contracts

Samples: Merger Agreement (Chiron Corp), Agreement and Plan of Merger (Novartis Ag), Agreement and Plan of Merger (Novartis Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 3 contracts

Samples: Merger Agreement (Unionbancal Corp), Merger Agreement (Mitsubishi Ufj Financial Group Inc), Agreement and Plan of Merger (Bank of Tokyo - Mitsubishi Ufj, LTD)

Takeover Statutes. If any The Company shall use its reasonable best efforts to take all action necessary so that no Takeover Statute is or may become becomes applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts . If any Takeover Statute is or may become applicable to grant such approvals and take such actions as are reasonably necessary so that the Merger and such or the other transactions contemplated by this Agreement Agreement, the Company, Parent and their respective Boards of Directors shall each use reasonable best efforts to ensure that the Merger may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Wolverine World Wide Inc /De/), Merger Agreement (Collective Brands, Inc.)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementMerger, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such reasonable actions as are reasonably necessary within their power so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statue or regulation on the Merger and any of the other transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Samples: Merger Agreement (American Safety Insurance Holdings LTD), Agreement and Plan of Merger (First Mercury Financial Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant all such approvals and take all such actions as are reasonably necessary or advisable so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute, regulation or provision in the Company’s articles of incorporation or bylaws on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Krispy Kreme Doughnuts Inc), Merger Agreement (Peets Coffee & Tea Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement or the Voting Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Pcm, Inc.), Merger Agreement (Insight Enterprises Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement or the Voting Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (JMP Group LLC), Merger Agreement (JMP Group LLC)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement or the parties hereto, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such all approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Alderwoods Group Inc), Merger Agreement (Service Corporation International)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and shall otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gilead Sciences Inc), Merger Agreement (Pharmasset Inc)

Takeover Statutes. If Each of Company and Purchaser and their respective Boards of Directors shall, if any Takeover Statute is takeover statute or similar statute or regulation of any state becomes or may become applicable to this Agreement, the Merger Merger, or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so to ensure that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate minimize the effects effect of any Takeover Statute such statute or regulation on this Agreement, the Merger and any of the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Anthem Inc), Merger Agreement (Wellpoint Health Networks Inc /De/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of such statute or regulation on such transactions. Neither the Company nor its Board of Directors (or any committee thereof) shall take any action to permit any Takeover Statute on to become applicable to the Merger and any of the or other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Tekelec), Merger Agreement (Pharmaceutical Product Development Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as reasonably practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (21st Century Insurance Group), Merger Agreement (American International Group Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to will grant such approvals and take such actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Cintas Corp), Merger Agreement (G&k Services Inc)

Takeover Statutes. If any Takeover Statute is or may become becomes applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and by the Merger and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (SBC Communications Inc), Merger Agreement (At&t Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Choicepoint Inc), Merger Agreement (Reed Elsevier PLC)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement if permitted by applicable Law, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Compex Technologies Inc), Merger Agreement (Encore Medical Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to Unless the Merger or any of the other transactions contemplated by Company Board has made a Company Adverse Recommendation Change in accordance with this Agreement, if any takeover statute is or becomes applicable to this Agreement or any Transaction, each of Purchaser, the board Company and their respective boards of directors of the Company shall use commercially reasonable best efforts (a) to grant ensure that such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on upon the terms and subject to the conditions set forth in this Agreement and (b) to otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch takeover statute.

Appears in 2 contracts

Samples: Merger Agreement (SANUWAVE Health, Inc.), Merger Agreement (SEP Acquisition Corp.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant all such approvals and take all such actions as are reasonably necessary or advisable so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute, regulation or provision in the Company’s certificate of incorporation or by-laws on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Panera Bread Co), Merger Agreement (Anheuser-Busch Companies, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary within its power so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate or minimize the effects of any such statue or regulation on such Transactions and shall use reasonable best efforts to challenge the validity or applicability of such Takeover Statute on the Merger and any of the other transactions contemplated by this AgreementStatute.

Appears in 2 contracts

Samples: Merger Agreement (Caraco Pharmaceutical Laboratories LTD), Merger Agreement (Caraco Pharmaceutical Laboratories LTD)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement or the parties hereto, the board of directors of Company, the Company Board and the Special Committee shall use commercially reasonable efforts to grant such all approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Emc Insurance Group Inc), Merger Agreement (Nationwide Financial Services Inc/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Conmed Corp), Merger Agreement (Viking Systems Inc)

Takeover Statutes. If any Takeover Statute is or may shall become applicable to the Merger or any of the other transactions contemplated by this AgreementTransactions, the board Company and the members of directors the Board of Directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement Transactions may be consummated commenced as promptly as practicable on in the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate or minimize the effects of any Takeover Statute on such statute or regulation in the Merger and any of the other transactions contemplated by this AgreementTransaction.

Appears in 2 contracts

Samples: Merger Agreement (Quality Semiconductor Inc), Agreement and Plan of Merger (Verio Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board (or the Special Committee) shall use commercially reasonable efforts to grant such all approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Moscow Cablecom Corp), Merger Agreement (Renova Media Enterprises Ltd.)

Takeover Statutes. If any Takeover Statute is is, or may become applicable to to, the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement Agreement, and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Samples: Merger Agreement (Optimer Pharmaceuticals Inc), Merger Agreement (Cubist Pharmaceuticals Inc)

Takeover Statutes. If any Takeover Statute “takeover law” is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Kadmon Holdings, Inc.), Merger Agreement (Luminex Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of shall, to the Company shall use commercially reasonable efforts to fullest extent practicable, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (Life Sciences Research Inc), Merger Agreement (Vertrue Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts shall, subject to applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 2 contracts

Samples: Merger Agreement (RR Donnelley & Sons Co), Merger Agreement (Bowne & Co Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Webmethods Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to promptly grant such approvals and take such lawful actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement or by the Merger and otherwise act take such lawful actions to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Fargo Electronics Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Board of directors Directors of the Company shall will use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Broadcom Corp)

Takeover Statutes. If any Takeover Statute is or may shall become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company shall Board shall, to the extent permitted by Applicable Law, use commercially reasonable best efforts to grant such approvals and to take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated herein and otherwise act to take all such other actions as are reasonably necessary to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Telular Corp)

Takeover Statutes. If any Takeover Statute is or may shall become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and the members of directors the Board of Directors of the Company shall use commercially reasonable efforts to grant all such approvals and use reasonable best efforts to take all such actions as are reasonably necessary so that the Merger and such other the transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and thereby and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Sigmatel Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or and any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company shall use commercially reasonable efforts Board shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Craft Brew Alliance, Inc.)

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Takeover Statutes. If any Takeover Statute is or similar statute or regulation becomes or may become applicable to this Agreement or the Merger or any of the other transactions contemplated by this AgreementMerger, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so appropriate to ensure that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this AgreementMerger.

Appears in 1 contract

Samples: Merger Agreement (Gas Natural Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement or the Voting Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Bristol West Holdings Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such reasonable actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Dominion Homes Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, each of the board Company, Parent and Merger Sub and the members of their respective boards of directors of the Company shall use commercially reasonable best efforts to, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and or such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act use reasonable best efforts to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Sharecare, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary within its power so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate or minimize the effects of any such statue or regulation on such Transactions and shall use reasonable best efforts to challenge the validity or applicability of such Takeover Statute on the Merger and any of the other transactions contemplated by this AgreementStatute.

Appears in 1 contract

Samples: Merger Agreement (Odyssey Re Holdings Corp)

Takeover Statutes. If any Takeover Statute is or may ----------------- become applicable to the Merger Combination or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to promptly grant such approvals and take such lawful actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement or by the Combination, and otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger such statute, and any of the other transactions contemplated by this Agreementregulations promulgated thereunder, on such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Contribution and Merger (Excalibur Technologies Corp)

Takeover Statutes. If Company and its Board of Directors shall, if any Takeover Statute is takeover statute or similar statute or regulation of any state becomes or may become applicable to this Agreement, the Merger or any of the other transactions contemplated by this Agreement, the board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so to ensure that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate minimize the effects effect of any Takeover Statute such statute or regulation on this Agreement, the Merger and any of the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Healthcare Acquisition Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementTransactions, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such other actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Advance Auto Parts Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board shall grant such approvals and use reasonable best efforts to take such actions as are necessary, and shall cause and direct the Subsidiaries of the Company shall use commercially reasonable efforts to grant such approvals and use reasonable best efforts to take such actions as are reasonably necessary necessary, so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreement, and otherwise use reasonable best efforts to attempt to eliminate or minimize the effects of such Takeover Statute on such transactions.

Appears in 1 contract

Samples: Merger Agreement (Genworth Financial Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board (or the Committee or any other appropriate committee of the Company Board) shall grant all approvals and use commercially their reasonable best efforts to grant such approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Register Com Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board each of directors of Purchaser, Merger Sub, the Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and by the Merger and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Golfsmith International Holdings Inc)

Takeover Statutes. If any Takeover Statute is or may become becomes applicable to this Agreement or the Merger or any of the other transactions contemplated by this AgreementTransactions, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are may be reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms and subject to the conditions set forth in this Agreement and otherwise act Agreement; provided, that the foregoing will not require the Company Board to eliminate the effects of take any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementaction that could be inconsistent with its fiduciary duties under applicable Law.

Appears in 1 contract

Samples: Merger Agreement (Omnova Solutions Inc)

Takeover Statutes. If any Takeover Statute is or may Law shall become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Company and the Board of directors Directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate or minimize the effects of any such Takeover Statute Laws on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (AssetMark Financial Holdings, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company shall use commercially reasonable efforts Board shall, to the extent permitted by applicable Law, grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (General Cable Corp /De/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger Mergers or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Parkway, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement or by the Merger and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Cellular Communications of Puerto Rico Inc /De/)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any acquisition of Shares pursuant to the Offer, the Merger, the other transactions contemplated by this Agreement, each of Parent, Merger Sub or the board Company, the respective members of their boards of directors of and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and shall use their reasonable best efforts to otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Cafepress Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer and/or the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Matrixx Initiatives Inc)

Takeover Statutes. If any Takeover Statute takeover statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementMerger, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary within its power so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statue or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 1 contract

Samples: Merger Agreement (Zenith National Insurance Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger Mergers or any of the other transactions Transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch Transactions.

Appears in 1 contract

Samples: Merger Agreement (DraftKings Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of Transactions, the other transactions contemplated by this AgreementCompany Board (and if applicable, the board of directors of the Company Subsidiaries) shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement Transactions may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Greenrose Acquisition Corp.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors shall, consistent with the fiduciary duties of the Company shall use commercially reasonable efforts to Company’s board of directors, promptly grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise promptly act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Hilton Hotels Corp)

Takeover Statutes. If any Takeover Statute is or may become ----------------- applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, the board Company and the members of directors its Board of the Company shall use commercially reasonable efforts to Directors will grant such approvals and will take such other actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and will otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Cmi Corp)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Offer, the Merger or any of the other transactions contemplated by this Agreement, the Company and its board of directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Biomet Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors Company and the Company Board (or any appropriate committee of the Company Board) shall grant all approvals and use commercially their reasonable commercial efforts to grant such approvals and take such all actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise act to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Knape & Vogt Manufacturing Co)

Takeover Statutes. If any The Company shall use its reasonable best efforts to take all action necessary so that no Takeover Statute is or may become becomes applicable to the Merger or any of the other transactions contemplated by this Agreement. If any Takeover Statute is or may become applicable to the Merger or the other transactions contemplated by this Agreement, the board Company and its Board of directors of the Company Directors shall use commercially reasonable efforts to promptly grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and otherwise promptly act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Dynegy Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger Merger, the Company Stockholder Agreement or any of the other transactions contemplated by this Agreement or the Company Stockholder Agreement, the board of directors of the Company Board shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and the Company Stockholder Agreement and otherwise act to eliminate or minimize the effects of any Takeover Statute such statute or regulation on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Keane, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this AgreementAgreement or the Transaction Documents, the board Board of directors Directors of the Company shall use commercially reasonable efforts to grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement and the Transaction Documents may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby and otherwise act to eliminate the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dolan Co.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Company and the Company Board shall each use commercially its respective reasonable best efforts to (a) grant such approvals and take such actions as are reasonably necessary so that the Merger and such other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms set forth in contemplated by this Agreement and (b) otherwise act attempt to eliminate or minimize the effects of any such Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementsuch transactions.

Appears in 1 contract

Samples: Merger Agreement (Assisted Living Concepts Inc)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreementhereby, Holding and the board of directors of the Company shall use commercially reasonable efforts to Holding will grant such approvals approvals, and will take such other actions as are reasonably necessary so that the Merger and such or any the other transactions contemplated by this Agreement hereby may be consummated as promptly as practicable on the terms set forth in this Agreement contemplated hereby or thereby and will otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and or any of the other transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Energizer Holdings, Inc.)

Takeover Statutes. If any Takeover Statute is or may become applicable to the Merger or any of the other transactions contemplated by this Agreement, the board of directors of Agreement the Company shall use commercially reasonable efforts and its Board of Directors shall, subject to applicable Law, grant such any approvals and take such any actions as are reasonably necessary so that the Merger and such the other transactions contemplated by this Agreement may be consummated as promptly as reasonably practicable on the terms set forth in contemplated by this Agreement Agreement, and otherwise act to eliminate or minimize the effects of any Takeover Statute on the Merger and any of the other transactions contemplated by this Agreementthese transactions.

Appears in 1 contract

Samples: Merger Agreement (Cgi Group Inc)

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