Common use of Waiver of Notice Clause in Contracts

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate of incorporation or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylaws.

Appears in 23 contracts

Samples: Agreement and Plan of Merger and Reorganization (Amprius Technologies, Inc.), Business Combination Agreement (Ogilvie Bruce a Jr), Business Combination Agreement (Walker Jeffrey Clinton)

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Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylaws.

Appears in 19 contracts

Samples: Merger Agreement (Trailblazer Merger Corp I), Registration Rights Agreement (Golden Arrow Merger Corp.), Agreement and Plan of Merger (RMG Acquisition Corp. III)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylaws, a written waiver, signed by the person Person entitled to notice, or a waiver by electronic transmission by the person Person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person Person at a meeting shall constitute a waiver of notice of such meeting, except when the person Person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylaws.

Appears in 10 contracts

Samples: Unit Purchase Agreement (Dune Acquisition Corp), Letter Agreement (ESGEN Acquisition Corp), Letter Agreement (ESGEN Acquisition Corp)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, DGCL or the certificate Certificate of incorporation Incorporation or these bylawsBylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders stockholders, the Board of Directors or a committee of the Board of Directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 5 contracts

Samples: Conversion Agreement (Calumet Specialty Products Partners, L.P.), Conversion Agreement (Calumet Specialty Products Partners, L.P.), Conversion Agreement (Calumet Specialty Products Partners, L.P.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylawsBylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 5 contracts

Samples: Registration Rights Agreement (CSLM Acquisition Corp.), Business Combination Agreement (Insight Acquisition Corp. /DE), Merger Agreement (BYTE Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, Delaware General Corporation Law or of the certificate of incorporation or these bylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic mail or other electronic transmission by the person entitled to noticesuch person, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice notice, or any waiver of notice by electronic transmission transmission, unless so required by the certificate of incorporation or these bylaws.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (AvidXchange Holdings, Inc.), www.orrick.com, media.orrick.com

Waiver of Notice. Whenever notice is required to be given under any provision of law or of the DGCL, Certificate of Incorporation or the certificate of incorporation or these bylawsBy-Laws, a written waiverwaiver thereof in writing or by telegraph, cable or other form of recorded communication, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting of stockholders shall constitute a waiver of notice of such meeting, except when the person attends a such meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation or these bylawsIncorporation.

Appears in 3 contracts

Samples: Merrill Lynch & Co Inc, Merrill Lynch & Co Inc, Merrill Lynch & Co Inc

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate of incorporation Certificate or these bylawsBylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders stockholders, directors or members of a committee of directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation Certificate or these bylawsBylaws.

Appears in 3 contracts

Samples: Stockholders Agreement (Impax Laboratories Inc), Stockholders Agreement (Impax Laboratories Inc), Limited Liability Company Agreement (Impax Laboratories Inc)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, Delaware General Corporation Law or of the certificate of incorporation or these bylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic mail or other electronic transmission by the person entitled to noticesuch person, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders directors, or members of a committee of directors, need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylaws.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (AvidXchange Holdings, Inc.), www.orrick.com, media.orrick.com

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, DGCL or of the certificate Certificate of incorporation Incorporation or these bylawsBylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic mail or other electronic transmission by the person entitled to noticesuch person, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice notice, or any waiver of notice by electronic transmission transmission, unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Genworth Financial Inc), Credit Agreement (Obagi Medical Products, Inc.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate of incorporation or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylaws.. ARTICLE VIII - INDEMNIFICATION

Appears in 2 contracts

Samples: Business Combination Agreement (L&F Acquisition Corp.), Subscription Agreement (ARYA Sciences Acquisition Corp III)

Waiver of Notice. Whenever any notice is required to be given under any provision the provisions of the DGCL, statutes or of the certificate of incorporation or of these bylaws, a written waiverwaiver thereof in writing, signed by the person or persons entitled to said notice, or a waiver by electronic transmission by the person entitled to such notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders stockholders, directors or members of a committee of directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Leaf Group Ltd.), Agreement and Plan of Merger (Ardea Biosciences, Inc./De)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylaws, a written waiver, signed by the person Person entitled to notice, or a waiver by electronic transmission by the person Person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person Person at a meeting shall constitute a waiver of notice of such meeting, except when the person Person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular annual or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylaws.

Appears in 2 contracts

Samples: Stockholders Agreement (Primo Water Corp /CN/), Stockholders Agreement (Primo Water Corp /CN/)

Waiver of Notice. OF MEETINGS OF SHAREHOLDERS, DIRECTORS AND COMMITTEES. Whenever notice is required to be given by law or under any provision of the DGCL, the certificate articles of incorporation or these bylawsBy-laws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders shareholders, directors, or members of a committee of directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate articles of incorporation or these bylawsBy-laws.

Appears in 1 contract

Samples: Terms   in Agreement (General Maritime Corp/)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, DGCL or of the certificate Certificate of incorporation Incorporation or these bylawsBylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission of notice unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 1 contract

Samples: Operating Agreement (EG Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (BowX Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders stockholders, directors or members of a committee of directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SVF Investment Corp. 3)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylaws.. - Notice

Appears in 1 contract

Samples: Registration Rights Agreement (Perception Capital Corp. II)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCLNRS, the certificate of incorporation Articles or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting solely for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose ofpurposeof, any regular or special meeting of the stockholders shareholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation Articles or these bylaws.. 7.14

Appears in 1 contract

Samples: Share Purchase Agreement (TurnOnGreen, Inc.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, DGCL or of the certificate of incorporation or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic mail or other electronic transmission by the person entitled to noticesuch person, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders directors, or members of a committee of directors, need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (B. Riley Principal 150 Merger Corp.)

Waiver of Notice. Whenever any notice is required by law, the Certificate of Incorporation or these Bylaws to be given under to any provision Director, member of the DGCL, the certificate of incorporation a committee or these bylawsstockholder, a written waiverwaiver thereof in writing, signed by the person or persons entitled to notice, or a waiver by electronic transmission by the person entitled to said notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to noticethereto. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders stockholders, Directors, or members of a committee of Directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 1 contract

Samples: Earn Up Agreement (Queen Sand Resources Inc)

Waiver of Notice. Whenever any notice is required to be given under any provision the DGCL or the provisions of the DGCL, the certificate Certificate of incorporation Incorporation or these bylawsBy-laws, a written waiverwaiver thereof, in writing signed by the person entitled to noticeby, or a waiver by electronic transmission by by, the person or persons entitled to said notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of and such meeting, meeting except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because on the ground that the meeting is was not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need to be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylawsnotice.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CALGON CARBON Corp)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCLapplicable law, the certificate Certificate of incorporation Incorporation or these bylaws, a written waiver, signed by the person stockholder entitled to notice, or a waiver by electronic transmission by the person stockholder entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person stockholder at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylaws.

Appears in 1 contract

Samples: Business Combination Agreement (Isos Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCLGeneral Corporation Law of Delaware, the certificate of incorporation Certificate or these bylawsBylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice notice, or any waiver by electronic transmission transmission, unless so required by the certificate of incorporation Certificate or these bylawsBylaws.

Appears in 1 contract

Samples: Voting Agreement (Autotradecenter Com Inc)

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Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylawsBylaws, a written waiver, signed by the person Person entitled to notice, or a waiver by electronic transmission by the person Person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person Person at a meeting shall constitute a waiver of notice of such meeting, except when the person Person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 1 contract

Samples: Business Combination Agreement (Ivanhoe Capital Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, DGCL or of the certificate Amended and Restated Certificate of incorporation Incorporation or these bylawsBylaws, a written waiverwaiver thereto, signed by the person entitled to notice, notice or a waiver by electronic transmission by the person entitled to noticesuch person, whether before or after the time of the event for which notice is to be given, shall will be deemed equivalent to notice. Attendance of by a person at a meeting shall also constitute a waiver of notice of such and presence at that meeting, except when the person attends a meeting for the express purpose of objecting objects at the beginning of the meeting, meeting to the transaction of any business because the meeting is not lawfully called or convened. Attendance at a meeting is not a waiver of any right to object to the consideration of matters required by law to be included in the notice of the meeting but not so included, if that objection is expressly made at the meeting. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Amended and Restated Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Instinet Group Inc)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, General Corporation Law or of the certificate of incorporation or these bylawsby-laws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver thereof by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders or directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylawsby-laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aaipharma Inc)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, General Corporation Law of Delaware or of the certificate of incorporation or these bylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall will be deemed equivalent to notice. Attendance of a person at a meeting shall will constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders directors, or meeting of a committee of directors, need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylaws.

Appears in 1 contract

Samples: Voting and Lock Up Agreement (Cempra, Inc.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, General Corporation Law of Delaware or of the certificate of incorporation or these bylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall will be deemed equivalent to notice. Attendance of a person at a meeting shall will constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission of notice unless so required by the certificate of incorporation or these bylaws.

Appears in 1 contract

Samples: Voting and Lock Up Agreement (Cempra, Inc.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, General Corporation Law of Delaware or of the certificate Certificate of incorporation Incorporation or these bylawsBylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission transmission, unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Xedar Corp)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, DGCL or of the certificate of incorporation or these bylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic mail or other electronic transmission by the person entitled to noticesuch person, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice notice, or any waiver of notice by electronic transmission transmission, unless so required by the certificate of incorporation or these bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (B. Riley Principal 150 Merger Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylaws, a written waiver, signed by the person Person entitled to notice, or a waiver by electronic transmission by the person Person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person Person at a meeting shall constitute a waiver of notice of such meeting, except when the person Person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Conyers Park II Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision provisions of the DGCL, the certificate of incorporation Certificate or these bylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting solely for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders directors, or members of a committee of directors, need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation Certificate or these bylaws.

Appears in 1 contract

Samples: Securities Purchase Agreement (Boulder Specialty Brands, Inc.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, DGCL or of the certificate Certificate of incorporation Incorporation or these bylawsBylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders directors, or meeting of a committee of directors, need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 1 contract

Samples: Operating Agreement (EG Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCLTBOC, the certificate Certificate of incorporation Formation or these bylawsBylaws, a written waiver, signed by the person Person entitled to notice, or a waiver by electronic transmission by the person Person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person Person at a meeting shall constitute a waiver of notice of such meeting, except when the person Person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Formation or these bylawsBylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (FAST Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate Certificate of incorporation Incorporation or these bylawsBylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders Stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate Certificate of incorporation Incorporation or these bylawsBylaws.

Appears in 1 contract

Samples: Registration Rights Agreement (Inflection Point Acquisition Corp.)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate of incorporation or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these bylaws.. ARTICLE VIII—

Appears in 1 contract

Samples: Security Agreement (Biomira Inc)

Waiver of Notice. Whenever notice is required to be given under any provision provisions of the DGCL, General Corporation Law of Delaware of the certificate of incorporation Certificate or these bylawsBylaws, a written waiverwaiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be givenstated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the express purpose of objecting objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders directors, or members of a committee of directors, need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation Certificate or these bylawsBylaws.

Appears in 1 contract

Samples: Voting Agreement (Autotradecenter Com Inc)

Waiver of Notice. Whenever notice is required to be given under any provision of the DGCL, the certificate of incorporation Certificate or these bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time of the event for which notice is to be given, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting solely for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation Certificate or these bylaws.

Appears in 1 contract

Samples: Securities Purchase Agreement (Boulder Specialty Brands, Inc.)

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