Meeting of Stockholders of the Company. In connection with the Special Meeting, if any, the Company shall use its best efforts, subject to the provisions of Section 5.9(c), to solicit from stockholders of the Company proxies in favor of the Merger, and shall take all other action necessary or, in the reasonable opinion of Parent and Acquisition Sub, advisable to secure any vote or consent of such stockholders required by the DGCL and the Company's Certificate of Incorporation to effect the Merger. Acquisition Sub agrees that it shall vote, or cause to be voted, in favor of the Merger all Shares directly or indirectly beneficially owned by it.
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Samples: Agreement and Plan of Merger (Scientific Games Corp), Agreement and Plan of Merger (Mdi Entertainment Inc)
Meeting of Stockholders of the Company. In connection with the Special Meeting, if any, the Company shall use its best effortsshall, subject to the provisions terms and conditions of Section 5.9(c)this Agreement, use its reasonable efforts to solicit from stockholders of the Company proxies in favor of the Merger, and shall take all other action necessary or, in the reasonable opinion of Parent and Acquisition SubPurchaser, advisable to secure any vote or consent of such stockholders required by the DGCL and the Company's Certificate of Incorporation to effect the Merger. Acquisition Sub Purchaser agrees that it shall vote, or cause to be voted, in favor of the Merger all Shares directly or indirectly beneficially owned by it.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Signalsoft Corp), Agreement and Plan of Merger (Genzyme Corp)
Meeting of Stockholders of the Company. In connection with -------------------------------------- the Special Meeting, if any, the Company shall use its best efforts, subject to the provisions of Section 5.9(c), reasonable efforts to solicit from stockholders of the Company proxies in favor of the Merger, and shall take all other action necessary or, in the reasonable opinion of Parent and Acquisition Subthe Purchaser, advisable to secure any vote or consent of such stockholders required by the DGCL and the Company's Certificate of Incorporation to effect the Merger. Acquisition Sub The Purchaser agrees that it shall vote, or cause to be voted, in favor of the Merger all Shares directly or indirectly beneficially owned by it.
Appears in 1 contract
Meeting of Stockholders of the Company. In connection with the Special Meeting, if any, the Company shall use its best effortsshall, subject to the provisions terms and conditions of Section 5.9(c)this Agreement, use its reasonable efforts to solicit from stockholders of the Company proxies in favor of the Merger, and shall take all other action necessary or, in the reasonable opinion of Parent and Acquisition SubPurchaser, advisable to secure any vote or consent of such stockholders required by the DGCL and the Company's ’s Certificate of Incorporation to effect the Merger. Acquisition Sub Purchaser agrees that it shall vote, or cause to be voted, in favor of the Merger all Shares directly or indirectly beneficially owned by it.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Openwave Systems Inc)