Buyer Recommendation definition

Buyer Recommendation shall have the meaning set forth in Section 6.1(b)(iii).
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Buyer Recommendation shall have the meaning set forth in Section 6.1(c).
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Buyer Recommendation has the meaning set forth in the Recitals.
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Examples of Buyer Recommendation in a sentence

  • Subject to Section 5.7, the Buyer shall (i) use reasonable best efforts to obtain from the Buyer Stockholders the Buyer Stockholder Approval and (ii) through the Buyer Board make the Buyer Recommendation to the Buyer Stockholders (and include the Buyer Recommendation in the Buyer Proxy Statement).

  • Periodic updates will be defined by the Quality Manager.07-30-15 4.2Supplier Improvement ProcessTenneco suppliers who fail to meet the quality and/or delivery requirements are subject to being placed on a Supplier Improvement Program (SIP).Criteria for selection can include any of the following:1) 4 MRR’s per rolling 3 months2) Plant and Buyer Recommendation –or any other performance issue.These are reviewed on a monthly basis.

  • The Buyer Board has effected by resolution the Buyer Recommendation (as defined below), which recommendation remains in effect.

  • Subject to Section 7.1(d), Buyer shall include in the Joint Proxy Statement/Prospectus the recommendation of its Board of Directors that the stockholders of Buyer approve, as required by applicable NASDAQ rules, the issuance of shares of Buyer Common Stock in connection with the transactions contemplated by this Agreement (the "Buyer Recommendation").

  • Provided that there shall have been no change in the Buyer Recommendation, Buyer shall use commercially reasonable efforts to obtain the Requisite Buyer Stockholder Approval.

  • Subject to the last sentence of Section 5.1(c), the Proxy Statement/Prospectus shall contain the Buyer Recommendation.

  • Buyer will recommend that the stockholders of Buyer authorize and approve this Agreement and the Transactions in accordance with § 2-507 of the TBOC (the “Buyer Recommendation”) at the Stockholder Meeting, if applicable, and Buyer will include the Buyer Recommendation in the Proxy Statement and will use its reasonable best efforts to solicit from Buyer’s stockholders proxies in favor of the issuance of the Conversion Shares in accordance with the rules of the Nasdaq Stock Market.

  • Buyer’s board of directors shall recommend that Buyer’s shareholders vote to approve this Agreement and the transactions contemplated hereby (including the Merger) and any other matters required to be approved by Buyer’s shareholders for consummation of the Merger and the transactions contemplated hereby (the “Buyer Recommendation”), and the Proxy Statement-Prospectus shall include the Buyer Recommendation.

  • Buyer Board and Buyer Bank’s board of directors shall have approved this Agreement and the transactions contemplated herein and shall not have withheld, withdrawn or modified (or publicly proposed to withhold, withdraw or modify), in a manner adverse to Company, the Buyer Recommendation.

  • Buyer’s board of directors shall have approved this Agreement and the transactions contemplated herein and shall not have withheld, withdrawn or modified (or publicly proposed to withhold, withdraw or modify), in a manner adverse to Company, the Buyer Recommendation referred to in Section 5.04(b).


More Definitions of Buyer Recommendation

Buyer Recommendation has the meaning set forth in Section 7.1(a).
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Buyer Recommendation means the recommendation of the Buyer Board that the Buyer Stockholders vote in favor of the approval of this Agreement and the approval of the Merger.
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Buyer Recommendation shall have the meaning set forth in the Recitals of the Agreement.
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Buyer Recommendation shall have the meaning set forth in the Recitals of the Agreement. “Buyer Regulatory Agreement” shall have the meaning as set forth in Section 5.12 of the Agreement. “Buyer’s Shareholders’ Meeting” shall mean the meeting of Buyer’s shareholders to be held pursuant to Section 7.1(b) of the Agreement. “Buyer Requisite Shareholder Agreement” shall have the meaning set forth in Section 5.2(a) of the Agreement. “Buyer Subsidiaries” means the Subsidiaries of Buyer, which shall include any corporation, bank, savings association, limited liability company, limited partnership, limited liability partnership or other organization acquired as a Subsidiary of Buyer in the future and held as a Subsidiary by Buyer at the Effective Time. “Buyer’s Security Program” shall have the meaning as set forth in Section 7.6(e) of the Agreement. “CERCLA” shall have the meaning as set forth under the definition of “Environmental Laws” in this Section 10.1(a) of the Agreement. “Certificates” shall have the meaning as set forth in Section 3.1(b) of the Agreement. “Change in Control Benefit” shall have the meaning set forth in Section 4.15(k) of the Agreement. “Closing” shall have the meaning as set forth in Section 1.2 of the Agreement. “Closing Date” means the date on which the Closing occurs. “Code” shall have the meaning as set forth in Section 1.6 of the Agreement. “Confidential Information” shall have the meaning set forth in Section 7.6(b) of the Agreement. “Consent” means any consent, approval, authorization, clearance, exemption, waiver, or similar affirmation by any Person pursuant to any Contract, Law, Order, or Permit. “Continuing Employee” shall have the meaning as set forth in Section 7.9(a) of the Agreement. “Contract” means any written agreement, arrangement, authorization, commitment, contract, indenture, instrument, lease, license, obligation, plan, practice, restriction, understanding, or undertaking of any kind or character, or other document to which any Person is a party that is binding on any Person or its capital stock, Assets or business.
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Related to Buyer Recommendation

  • Parent Recommendation has the meaning set forth in Section 5.2(b).

  • Company Board Recommendation has the meaning set forth in Section 3.03(d).

  • Company Recommendation has the meaning set forth in Section 5.3(b).

  • Parent Board Recommendation has the meaning set forth in Section 5.12(a).

  • Adverse Recommendation Change has the meaning set forth in Section 6.02(d).

  • Board Recommendation has the meaning ascribed thereto in Section 2.4(2).

  • Change of Recommendation has the meaning set forth in Section 6.3(d).

  • Company Adverse Recommendation Change shall have the meaning set forth in Section 5.3(c).

  • Change in Recommendation has the meaning set forth in Section 6.02(a).

  • Company Board means the Board of Directors of the Company.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Fairness Opinion has the meaning set forth in Section 4.22.

  • Purchaser Board means the board of directors of the Purchaser;

  • Company Takeover Proposal means (i) any proposal or offer for a merger, consolidation, dissolution, recapitalization or other business combination involving the Company, (ii) any proposal for the issuance by the Company of over 30% of its equity securities as consideration for the assets or securities of another person or (iii) any proposal or offer to acquire in any manner, directly or indirectly, over 30% of the equity securities or consolidated total assets of the Company, in each case other than the Merger.

  • Recommendation means any change to a security’s price target or other type of recommendation in the case of an equity Covered Security, or any initial rating or rating change in the case of a fixed income Covered Security in either case issued by a Research Analyst.

  • Takeover Proposal means any offer or proposal for, or any indication of interest in, a merger or other business combination involving Target or the acquisition of any significant equity interest in, or a significant portion of the assets of, Target, other than the transactions contemplated by this Agreement.

  • Acquiror Board means the board of directors of Acquiror.

  • Required Company Stockholder Vote shall have the meaning set forth in Section 2.5.

  • Fairness Opinions means the opinions of the Financial Advisors to the effect that, as of the date of such opinion and based upon and subject to the assumptions, procedures, factors, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders under the Arrangement is fair, from a financial point of view, to such Company Shareholders.

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Company Board of Directors means the board of directors of the Company.

  • Company Stockholders Meeting has the meaning set forth in Section 6.2(a).

  • Company Shareholder Meeting means a duly convened meeting of the Company’s shareholders called to obtain the Company Shareholder Approval, or any valid adjournment or postponement thereof made in accordance with this Agreement.