Board Action; Vote Required. (a) The Board of Directors of Brekford has determined that the transactions contemplated by this Agreement are in the best interests of Brekford and its stockholders and has resolved to recommend to such stockholders that they vote in favor thereof. (b) The approval of the Merger of Brekford Merger Sub into Brekford by a majority of the votes entitled to be cast by all holders of Brekford Common Stock (the “Brekford Stockholders’ Approval”) is the only vote of the holders of any class or series of the capital stock of Brekford required to approve this Agreement, the Mergers and the other transactions contemplated hereby, in accordance with the provisions of Delaware Law, any applicable United States federal and state securities laws, and the Certificate of Incorporation and Bylaws of Brekford, each as amended and as currently in effect. (c) The Brekford Key Stockholders, together, hold the requisite voting power to obtain the Brekford Stockholders’ Approval.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Brekford Traffic Safety, Inc.), Agreement and Plan of Merger (Novume Solutions, Inc.), Merger Agreement (Brekford Corp.)
