Common use of Actions of the Stockholders’ Agent Clause in Contracts

Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all of the Company stockholders and shall be final, binding and conclusive upon each and every Company stockholder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Stockholders' Agent as being the decision, act, consent or instruction of each and every Company stockholder. 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 Stockholders' Agent.

Appears in 2 contracts

Samples: Merger Agreement (Phone Com Inc), Merger Agreement (Quantum Corp /De/)

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Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all of the Company stockholders Target Stockholders and shall be final, binding and conclusive upon each and every Company stockholdersuch Target Stockholder, and Acquiror and the Escrow Agent and Parent Surviving Corporation may rely upon any decision, act, consent or instruction of the Stockholders' Agent as being the decision, act, consent or instruction of each and every Company stockholderTarget Stockholder. The Escrow Agent Acquiror and Parent the Surviving Corporation are each hereby relieved from any liability to any person for any acts done by them it in accordance with such decision, act, consent or instruction of the Stockholders' ’ Agent. In addition, any loss, liability or expense incurred by reason of Stockholders’ Agent’s failure to give notice under ARTICLE V of this Agreement shall be borne solely by the Stockholders’ Agent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Catcher Holdings, Inc), Merger Agreement (Catcher Holdings, Inc)

Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all Target stockholders for purposes of the Company stockholders claims pursuant to Section 10 this Agreement and shall be final, binding and conclusive upon each such Target stockholder and every Company stockholder, and the Escrow Agent and Parent Acquiror may rely upon any decision, act, consent or instruction of the Stockholders' Agent as being the decision, act, consent or instruction of each and every Company such Target stockholder. The Escrow Agent and Parent are Acquiror is 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 Stockholders' Agent.

Appears in 2 contracts

Samples: Merger Agreement (Convio, Inc.), Merger Agreement (Convio, Inc.)

Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all of the Company Target stockholders and shall be final, binding and conclusive upon each and every Company such Target stockholder, and the Escrow Agent and Parent Acquiror may rely upon any decision, act, consent or instruction of the Stockholders' Agent as being the decision, act, consent or instruction of each and every Company such Target 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 decision, act, consent or instruction of the Stockholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Packeteer Inc)

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Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all of the Company stockholders Target Stockholders and shall be final, binding and conclusive upon each and every Company stockholdersuch Target Stockholder, and Acquiror and the Escrow Agent and Parent Surviving Corporation may rely upon any decision, act, consent or instruction of the Stockholders' Agent as being the decision, act, consent or instruction of each and every Company stockholderTarget Stockholder. The Escrow Agent Acquiror and Parent the Surviving Corporation are each hereby relieved from any liability to any person for any acts done by them it in accordance with such decision, act, consent or instruction of the Stockholders' Agent. In addition, any loss, liability or expense incurred by reason of Stockholders' Agent's failure to give notice under ARTICLE VII of this Agreement shall be borne solely by the Stockholders' Agent.

Appears in 1 contract

Samples: Merger Agreement (Kintera Inc)

Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all of the Company stockholders Target Stockholders and shall be final, binding and conclusive upon each and every Company stockholdersuch Target Stockholder, and Acquiror and the Escrow Agent and Parent Surviving Corporation may rely upon any decision, act, consent or instruction of the Stockholders' Agent as being the decision, act, consent or instruction of each and every Company stockholderTarget Stockholder. The Escrow Agent Acquiror and Parent the Surviving Corporation are each hereby relieved from any liability to any person for any acts done by them it in accordance with such decision, act, consent or instruction of the Stockholders' ’ Agent. In addition, any loss, liability or expense incurred by reason of Stockholders’ Agent’s failure to give notice under ARTICLE VII of this Agreement shall be borne solely by the Stockholders’ Agent.

Appears in 1 contract

Samples: Merger Agreement (Kintera Inc)

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