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

Actions of the Shareholders' Agent. From and after the Effective Time, a decision, act, consent or instruction of the Shareholders’ Agent will constitute a decision of all Company Holders and will be final, binding and conclusive upon each Company Holder, and the Escrow Agent and Purchaser may rely upon any decision, act, consent or instruction of the Shareholders’ Agent as being the decision, act, consent or instruction of each Company Holder. Purchaser and Surviving Corporation are hereby relieved from any liability to any Person for any acts done by Shareholders’ Agent and any acts done by Purchaser or Surviving Corporation in accordance with any such decision, act, consent or instruction of the Shareholders’ Agent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Textura Corp)

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Actions of the Shareholders' Agent. From and after the Effective Time, a decision, act, consent or instruction of the Shareholders’ Agent will shall constitute a decision of all Company Holders Former Shareholders, including the Significant Shareholders, and will shall be final, binding and conclusive upon each Company HolderFormer Shareholder, and the Escrow Agent and Purchaser Parent may rely upon any decision, act, written consent or written instruction of the Shareholders’ Agent as being the decision, act, consent or instruction of each Company HolderFormer Shareholder. Purchaser Parent and Surviving Corporation are hereby relieved from any liability to any Person for any acts done by Shareholders’ Agent and any acts done by Purchaser Parent or Surviving Corporation in accordance with any such decision, act, written consent or written instruction of the Shareholders’ Agent.

Appears in 1 contract

Samples: Merger Agreement (Stanley, Inc.)

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Actions of the Shareholders' Agent. From and after the Effective Time, a decision, act, consent or instruction of the Shareholders’ Agent will shall constitute a decision of all Company Holders Former Shareholders and will shall be final, binding and conclusive upon each Company HolderFormer Shareholder, and the Escrow Agent and Purchaser Acquiror may rely upon any decision, act, consent or instruction of the Shareholders’ Agent as being the decision, act, consent or instruction of each Company HolderFormer Shareholder. Purchaser Acquiror and Surviving Corporation are hereby relieved from any liability to any Person person for any acts done by Shareholders’ Agent and any acts done by Purchaser Acquiror or Surviving Corporation in accordance with any such decision, act, consent or instruction of the Shareholders’ Agent.

Appears in 1 contract

Samples: Merger Agreement (Invitrogen Corp)

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