Acquisition Vote Clause Samples

Acquisition Vote. If the negotiating team is able to negotiate a form of purchase and sale agreement that is acceptable to the seller, the Management Committee shall vote on whether the Company shall enter into such purchase and sale agreement and establish a capital budget to fund such acquisition. Upon a Capital Opportunity Vote to enter into such purchase and sale agreement and to approve a capital budget to fund such acquisition (“Affirmative Acquisition Vote”), such agreement shall be executed by the Company, and the terms thereof shall govern the rights and obligations of the Company; provided, however, that if such purchase and sale agreement is terminated without a closing occurring thereunder, it shall be deemed for the purposes of the other provisions of this Agreement that no Affirmative Acquisition Vote occurred. In the event that the proposed Acquisition Capital Opportunity is not approved by the Management Committee, none of the Members may directly or indirectly participate in such Acquisition Capital Opportunity outside of the Company for its own account.
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Acquisition Vote. If the negotiating team is able to negotiate a form of purchase and sale agreement that is acceptable to the seller, the Management Committee shall vote on whether the Company shall enter into such purchase and sale agreement. If such agreement is executed, the terms thereof shall govern the rights and obligations of the Company. Any such affirmative vote is herein called the “Affirmative Acquisition Vote”, provided that, if such purchase and sale agreement is terminated without a closing occurring thereunder, it shall be deemed for the purposes of the other provisions of this Agreement that no Affirmative Acquisition Vote occurred.
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Related to Acquisition Vote

  • Parent Vote Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCL.

  • Business Combination Vote It is acknowledged and agreed that the Company shall not enter into a definitive agreement regarding a proposed Business Combination without the prior consent of the Sponsor. The Sponsor and each Insider, with respect to itself or herself or himself, agrees that if the Company seeks shareholder approval of a proposed initial Business Combination, then in connection with such proposed initial Business Combination, it, she or he, as applicable, shall vote all Founder Shares and any Public Shares held by it, her or him, as applicable, in favor of such proposed initial Business Combination (including any proposals recommended by the Board in connection with such Business Combination) and not redeem any Public Shares held by it, her or him, as applicable, in connection with such shareholder approval.

  • Stockholder Vote In connection with any vote of the holders of the Company’s common stock issued in the Initial Public Offering (such stockholders, the “Public Stockholders”) regarding a Business Combination, the Company shall provide to the Trustee an affidavit or certificate of a firm regularly engaged in the business of soliciting proxies and tabulating stockholder votes verifying the vote of the Public Stockholders regarding such Business Combination.

  • Shareholder Vote The issuance of shares of Common Stock with respect to the applicable Closing, if any, shall not violate the shareholder approval requirements of the Principal Market.

  • Acquisition Transactions The Company shall provide the holder of this Warrant with at least twenty (20) days’ written notice prior to closing thereof of the terms and conditions of any of the following transactions (to the extent the Company has notice thereof): (i) the sale, lease, exchange, conveyance or other disposition of all or substantially all of the Company’s property or business, or (ii) its merger into or consolidation with any other corporation (other than a wholly-owned subsidiary of the Company), or any transaction (including a merger or other reorganization) or series of related transactions, in which more than 50% of the voting power of the Company is disposed of.