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 Warranting Stockholders for whom shares of PURCHASER Common Stock otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each such Warranting Stockholder, and the Escrow Agent and PURCHASER 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 such Warranting Stockholder. The Escrow Agent and PURCHASER 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 (Brainworks Ventures Inc), Merger Agreement (Brainworks Ventures Inc)

AutoNDA by SimpleDocs

Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all Warranting Stockholders TARGET stockholders for whom shares of PURCHASER Common Stock otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each such Warranting StockholderTARGET stockholder, and the Escrow Agent and PURCHASER 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 such Warranting StockholderTARGET stockholder. The Escrow Agent and PURCHASER 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: Merger Agreement (Verso Technologies Inc)

Actions of the Stockholders’ Agent. A decision, act, consent or ---------------------------------- instruction of the either Stockholders' Agent shall constitute a decision of all Warranting Target Stockholders for whom shares of PURCHASER Acquiror Common Stock otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each such Warranting StockholderTarget Stockholder and the other Stockholders' Agent, and the Escrow Agent and PURCHASER Acquiror may rely upon any decision, act, consent or instruction of the either Stockholders' Agent as being the decision, act, consent or instruction of each and every such Warranting Target Stockholder. The Escrow Agent and PURCHASER 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 either Stockholders' Agent.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Fogdog Inc)

Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all Warranting Stockholders Target stockholders for whom shares of PURCHASER Acquiror Common Stock or cash otherwise issuable or payable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each such Warranting StockholderTarget stockholder, and the Escrow Agent and PURCHASER 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 such Warranting StockholderTarget stockholder. The Escrow Agent and PURCHASER 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: Merger Agreement (Hoovers Inc)

AutoNDA by SimpleDocs

Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all Warranting Stockholders the Company Equity Participants for whom shares of PURCHASER Common Parent Preferred Stock (or other shares of capital stock) otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each such Warranting StockholderCompany Equity Participant, and the Escrow Agent and PURCHASER 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 such Warranting StockholderCompany Equity Participant. The Escrow Agent and PURCHASER 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 1 contract

Samples: Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)

Actions of the Stockholders’ Agent. A decision, act, consent or instruction of the Stockholders' Agent shall constitute a decision of all Warranting Former Target Stockholders for whom shares of PURCHASER Acquiror Common Stock otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each such Warranting Former Target Stockholder, and the Escrow Agent and PURCHASER 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 such Warranting Former Target Stockholder. The Escrow Agent and PURCHASER 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: Merger Agreement (Ariba Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!