Waivers of Notice. Whenever any notice is required by applicable law, the Certificate or these By-Laws, to be given to any Director, member of a Committee or stockholder, a waiver thereof in writing, signed by the person or persons entitled to notice, or a waiver by electronic transmission by the person or persons entitled to notice, whether before or after the time stated therein, shall be deemed equivalent thereto. Attendance of a person at a meeting, present in person or represented by proxy, shall constitute a waiver of notice of such meeting, except where the person attends the 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 annual or special meeting of stockholders or any regular or special meeting of the Board or members of a Committee of the Board need be specified in any written waiver of notice unless so required by law, the Certificate or these By-Laws.
Appears in 3 contracts
Samples: Merger Agreement (Duke Energy CORP), Merger Agreement (Duke Energy Corp), Merger Agreement (Cinergy Corp)
Waivers of Notice. Whenever any notice is required by applicable law, the Certificate of Incorporation or these By-LawsBylaws, to be given to any Director, member of a Committee or stockholder, a waiver thereof in writing, signed by the person or persons entitled to notice, or a waiver by electronic transmission by the person or persons entitled to notice, whether before or after the time stated therein, shall be deemed equivalent thereto. Attendance of a person at a meeting, present in person or represented by proxy, shall constitute a waiver of notice of such meeting, except where the person attends the 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 annual or special meeting of stockholders or any regular or special meeting of the Board Directors or members of a Committee of the Board Directors need be specified in any written waiver of notice unless so required by law, the Certificate of Incorporation or these By-LawsBylaws.
Appears in 2 contracts
Samples: Merger Agreement (Amr Corp), Merger Agreement (Us Airways Group Inc)
Waivers of Notice. Whenever any notice is required required, by applicable law, the Certificate of Incorporation or these By-LawsBylaws, to be given to any Directordirector, member of a Committee committee or stockholder, a waiver thereof in writing, signed by the person or persons entitled to notice, or a waiver by electronic transmission by the person or persons entitled to notice, whether before or after the time stated therein, shall be deemed equivalent thereto. Attendance of a person at a meeting, present in person or represented by proxy, shall constitute a waiver of notice of such meeting, except where the person attends the 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 annual Annual or special meeting Special Meeting of stockholders Stockholders or any regular or special meeting of the Board directors or members of a Committee committee of the Board directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by law, the Certificate of Incorporation or these By-LawsBylaws.
Appears in 2 contracts
Samples: Merger Agreement (Kellanova), Business Combination Agreement (Zanite Acquisition Corp.)
Waivers of Notice. Whenever any notice is required by applicable law, the Certificate of Incorporation or these By-Laws, to be given to any Directordirector, member of a Committee committee or stockholder, a waiver thereof in writing, signed by the person or persons entitled to notice, or a waiver by electronic transmission by the person or persons entitled to notice, whether before or after the time stated therein, shall be deemed equivalent thereto. Attendance of a person at a meeting, present in person or represented by proxy, shall constitute a waiver of notice of such meeting, except where the person attends the 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 annual Annual or special meeting Special Meeting of stockholders Stockholders or any regular or special meeting of the Board directors or members of a Committee committee of the Board directors need be specified in any written waiver of notice unless so required by law, the Certificate of Incorporation or these By-Laws.
Appears in 2 contracts
Samples: Merger Agreement (Regal Entertainment Group), Merger Agreement (Alliance HealthCare Services, Inc)
Waivers of Notice. Whenever any notice is required by applicable law, the Certificate of Incorporation or these By-Laws, to be given to any Directordirector, member of a Committee committee or stockholder, a waiver thereof in writing, signed by the person or persons entitled to notice, or a waiver by electronic transmission by the person or persons entitled to notice, whether before or after the time stated therein, shall be deemed equivalent thereto. Attendance of a person at a meeting, present in person or represented by proxy, shall constitute a waiver of notice of such meeting, except where the person attends the 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 annual Annual or special meeting Special Meeting of stockholders Stockholders or any regular or special meeting Special Meeting of the Board directors or members of a Committee committee of the Board directors need be specified in any written waiver of notice unless so required by law, the Certificate of Incorporation or these By-Laws.
Appears in 2 contracts
Samples: Merger Agreement (SWIFT TRANSPORTATION Co), Merger Agreement (Knight Transportation Inc)
Waivers of Notice. Whenever any notice is required by applicable law, the Certificate of Incorporation or these By-Laws, to be given to any Directordirector, member of a Committee committee or stockholder, a waiver thereof in writing, signed by the person or persons entitled to notice, or a waiver by electronic transmission by the person or persons entitled to notice, whether before or after the time stated therein, shall be deemed equivalent thereto. Attendance of a person at a meeting, present in person or represented by proxy, shall constitute a waiver of notice of such meeting, except where the person attends the 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 annual or special meeting of stockholders or any regular or special meeting of the Board directors or members of a Committee committee of the Board directors need be specified in any written waiver of notice unless so required by law, the Certificate of Incorporation or these By-Laws.
Appears in 1 contract
Samples: Business Combination Agreement (FinTech Acquisition Corp. IV)
Waivers of Notice. Whenever any notice is required by applicable law, the Certificate of Incorporation or these By-LawsBylaws, to be given to any Directordirector, member of a Committee committee or stockholder, a waiver thereof in writing, signed by the person or persons entitled to notice, or a waiver by electronic transmission by the person or persons entitled to notice, whether before or after the time stated therein, shall be deemed equivalent thereto. Attendance of a person at a meeting, present in person or represented by proxy, shall constitute a waiver of notice of such meeting, except where the person attends the 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 annual Annual or special meeting Special Meeting of stockholders Stockholders or any regular or special meeting of the Board directors or members of a Committee committee of the Board directors need be specified in any written waiver of notice unless so required by law, the Certificate of Incorporation or these By-LawsBylaws.
Appears in 1 contract
Samples: Merger Agreement (Dts, Inc.)