Common use of Agreement Not to Exercise Appraisal Rights Clause in Contracts

Agreement Not to Exercise Appraisal Rights. To the extent permitted by Applicable Law, the Stockholder shall not exercise, and hereby irrevocably and unconditionally waives, any statutory rights (including under Section 262 of the DGCL) to demand appraisal of any Shares that may arise in connection with the Mergers. Notwithstanding the foregoing, nothing in this Section 6 shall constitute, or be deemed to constitute, a waiver or release by the Stockholder of any claim or cause of action against Parent, Holdco, Company Merger Sub or Parent Merger Sub to the extent arising out of a breach of this Agreement by Parent.

Appears in 9 contracts

Samples: Voting Agreement, Agreement and Plan of Merger (Kapstone Paper & Packaging Corp), Agreement and Plan of Merger (WestRock Co)

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Agreement Not to Exercise Appraisal Rights. To the extent permitted by Applicable Lawthe applicable Legal Requirements, the Stockholder shall not exercise, and hereby irrevocably and unconditionally waives, any statutory rights (including under Section 262 of the DGCL) to demand appraisal of any Shares Covered Securities that may arise in connection with the MergersMerger. Notwithstanding the foregoing, nothing in this Section 6 Agreement shall constitute, or be deemed to constitute, a waiver or release by the Stockholder of any claim or cause of action against Parent, Holdco, Company Merger Sub Parent or Parent Merger Sub to the extent arising out of a breach of this Agreement by Parent.

Appears in 2 contracts

Samples: Voting and Support Agreement (Vector Capital V, L.P.), Voting and Support Agreement (Cornerstone OnDemand Inc)

Agreement Not to Exercise Appraisal Rights. To the extent permitted by Applicable the applicable Law, the Stockholder shall not exercise, and hereby irrevocably and unconditionally waives, any statutory rights that may arise in connection with the Merger (including under Section 262 of the DGCL) to demand appraisal of any Shares that may arise in connection with the MergersCovered Securities. Notwithstanding the foregoing, nothing in this Section 6 Agreement shall constitute, or be deemed to constitute, a waiver or release by the Stockholder of any claim or cause of action against Parent, Holdco, Company Merger Sub Parent or Parent Corp Merger Sub to the extent arising out of a breach of this Agreement by Parent.

Appears in 2 contracts

Samples: Stockholder Support Agreement (Manning & Napier, Inc.), Stockholder Support Agreement (Mayer Marc O)

Agreement Not to Exercise Appraisal Rights. To the extent permitted by Applicable Law, the The Stockholder shall not exercise, and hereby irrevocably and unconditionally waives, any statutory rights (including under Section 262 of the DGCL) to demand appraisal of any Shares that may arise in connection with the MergersMerger. Notwithstanding the foregoing, nothing in this Section 6 4 shall constitute, or be deemed to constitute, a waiver or release by the Stockholder of any claim or cause of action against Parent, Holdco, Company Merger Sub Parent or Parent Merger Sub to the extent arising out of a breach of this Agreement or the Merger Agreement by Parent.

Appears in 1 contract

Samples: Form of Voting Agreement (Wright Medical Group Inc)

Agreement Not to Exercise Appraisal Rights. To the extent permitted by Applicable the applicable Law, the Stockholder shall not exercise, and hereby irrevocably and unconditionally waives, any statutory rights (including under Section 262 of the DGCL) to demand appraisal of any Shares Covered Securities that may arise in connection with the MergersMerger. Notwithstanding the foregoing, nothing in this Section 6 Agreement shall constitute, or be deemed to constitute, a waiver or release by the Stockholder of any claim or cause of action against Parent, Holdco, Company Merger Sub Parent or Parent Merger Sub MergerSub to the extent arising out of a breach of this Agreement by Parent.

Appears in 1 contract

Samples: Form of Voting and Support Agreement (SharpSpring, Inc.)

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Agreement Not to Exercise Appraisal Rights. To the extent permitted by Applicable Law, the Stockholder shall not exercise, and hereby irrevocably and unconditionally waives, any statutory rights (including under Section 262 of the DGCL) to demand appraisal of any Shares that may arise in connection with the Mergers. Notwithstanding the foregoing, nothing in this Section 6 shall constitute, or be deemed to constitute, a waiver or release by the Stockholder of any claim or cause of action against Parent, Holdco, Company Merger Sub or Parent Merger Sub to the extent arising out of a breach of this Agreement by Parent. 7.

Appears in 1 contract

Samples: Voting Agreement (Kapstone Paper & Packaging Corp)

Agreement Not to Exercise Appraisal Rights. To the extent permitted by Applicable Law, the Stockholder shall not, and shall cause its Affiliates and its or their Representatives not to, exercise, and hereby irrevocably and unconditionally waives, any statutory rights (including under Section 262 of the DGCL) to demand appraisal of any Shares that may arise in connection with the MergersMerger. Notwithstanding the foregoing, nothing in this Section 6 5 shall constitute, or be deemed to constitute, a waiver or release by the Stockholder of any claim or cause of action against Parent, Holdco, Company Merger Sub or Parent Merger Sub LLC to the extent arising out of a breach of this Agreement by Parent. 6.

Appears in 1 contract

Samples: Voting Agreement (Jones Lang Lasalle Inc)

Agreement Not to Exercise Appraisal Rights. To the extent permitted by Applicable Law, the Stockholder shall not, and shall cause its Affiliates and its or their Representatives not to, exercise, and hereby irrevocably and unconditionally waives, any statutory rights (including under Section 262 of the DGCL) to demand appraisal of any Shares that may arise in connection with the MergersMerger. Notwithstanding the foregoing, nothing in this Section 6 5 shall constitute, or be deemed to constitute, a waiver or release by the Stockholder of any claim or cause of action against Parent, Holdco, Company Merger Sub or Parent Merger Sub LLC to the extent arising out of a breach of this Agreement by Parent.

Appears in 1 contract

Samples: Voting Agreement (HFF, Inc.)

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