Common use of Actions of the Shareholders' Agent Clause in Contracts

Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders and shall be final, binding and conclusive upon each and every Company shareholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every Company shareholder. The Escrow Agent and Parent are hereby relieved from any liability to any person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Wit Capital Group Inc), Agreement and Plan of Merger (E Trade Group Inc), Agreement and Plan of Merger (E Offering Corp)

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Actions of the Shareholders' Agent. A decision, act, consent or ---------------------------------- instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Selling Shareholders and shall be final, binding and conclusive upon each and every Company shareholdersuch Selling Shareholder, and the Escrow Agent and Parent Acquiror may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every Company shareholderSelling Shareholder. The Escrow Agent and Parent Acquiror are hereby relieved from any liability to any person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Hei Inc)

Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Shareholders for whom Parent Common Shares otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each and every such Company shareholderShareholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, act consent or instruction of each and every such Company shareholderShareholder. The Escrow Agent and Parent are hereby relieved from any liability to any person for any acts done by them in accordance with such decision, act, act consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Mdsi Mobile Data Solutions Inc /Can/)

Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Shareholders and shall be final, binding and conclusive upon each and every such Company shareholderShareholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every such Company shareholderShareholder. The Escrow Agent and Parent are hereby relieved from any liability to any person Person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Bio Technology General Corp)

Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Shareholders and shall be final, binding and conclusive upon each and every such Company shareholderShareholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every such Company shareholderShareholder. The Escrow Agent and Parent are hereby relieved from any liability to any person Person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Zygo Corp)

Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Shareholders and shall be final, binding and conclusive upon each and every Company shareholderShareholder, and Parent, Merger Sub, the Escrow Agent Company and Parent the Surviving Corporation may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every Company shareholderShareholder. The Escrow Agent Each of Parent, Merger Sub, the Company and Parent are the Surviving Corporation is hereby relieved from any liability to any person Person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Con-Way Inc.)

Actions of the Shareholders' Agent. A Any decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Securityholders and shall be final, binding and conclusive upon each and every Company shareholderof the Securityholders, and the Escrow Agent and Parent the Purchaser may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every Company shareholderSecurityholder. The Escrow Agent and Parent are hereby the Purchaser shall be relieved from any liability to any person for any acts done by them the Purchaser in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Acquisition Agreement (Quest Software Inc)

Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Shareholders and shall be final, binding and conclusive upon each and every such Company shareholderShareholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every such Company shareholderShareholder. The Escrow Agent and Parent are hereby relieved from any liability to any person Person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.. ANNEX B

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Bio Technology General Corp)

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Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders and shall be final, binding and conclusive upon each and every Company shareholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every Company shareholder. The Escrow Agent and Parent are hereby relieved from any liability to any person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Flir Systems Inc)

Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Shareholders and shall be final, binding and conclusive upon each and every Company shareholderShareholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every Company shareholderShareholder. The Escrow Agent and Parent are hereby relieved from any liability to any person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Pixelworks Inc)

Actions of the Shareholders' Agent. A decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Shareholders regarding the Indemnification Shares and shall be final, binding and conclusive upon each and every such Company shareholderShareholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, act consent or instruction of each and every such Company shareholderShareholder. The Escrow Agent and Parent are is hereby relieved from any liability to any person for any acts done by them it in accordance with such decision, act, act consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Worldbid Corp)

Actions of the Shareholders' Agent. A written decision, act, consent or instruction of the Shareholders' Agent shall constitute a decision of all stockholders of the Company shareholders Target and shall be final, binding and conclusive upon each and every Company shareholderstockholder of Target, and the Escrow Agent and Parent Acquiror may rely upon any written decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every Company shareholdersuch stockholder. The Escrow Agent and Parent Acquiror are hereby relieved from any liability to any person for any acts done by them in accordance with such written decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Cisco Systems Inc)

Actions of the Shareholders' Agent. A decision, act, consent or ---------------------------------- instruction of the Shareholders' Agent shall constitute a decision of all of the Company shareholders Shareholders and shall be final, binding and conclusive upon each and every Company shareholdersuch Shareholder, and the Escrow Agent and Parent Acquiror may rely upon any decision, act, consent or instruction of the Shareholders' Agent as being the decision, act, consent or instruction of each and every Company shareholdersuch Shareholder. The Escrow Agent and Parent Acquiror are hereby relieved from any liability to any person for any acts done by them in accordance with such decision, act, consent or instruction of the Shareholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cybersource Corp)

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