Common use of No Appraisal or Other Claims Clause in Contracts

No Appraisal or Other Claims. The Securityholder: (a) knowingly, voluntarily, intentionally, unconditionally and irrevocably waives and agrees not to exercise any right (including under Section 262 of the DGCL) to demand appraisal of any of the Subject Securities or right to dissent from the Merger that such Securityholder may have (collectively, “Appraisal Rights”) or to receive notice of any right to seek Appraisal Rights in connection with the Merger; (b) agrees not to commence, participate in or voluntarily aid in any way any claim or proceeding to seek (or file any petition related to) Appraisal Rights in connection with the Merger; and (c) agrees not to commence, participate in or voluntarily aid in any way, and will take all actions necessary to opt out of, any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective Representatives or successors relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Merger, including any claim (x) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement, (y) alleging a breach of any fiduciary duty of the Company Board in connection with the Merger Agreement or the transactions contemplated thereby, or (z) making any claim with respect to any disclosures in any filing, statement, report or document filed with or furnished to the SEC connection with the Merger Agreement, the Merger or any other transaction contemplated by the Merger Agreement; provided, that the foregoing covenants shall not be deemed a consent to or waiver of any rights of the Securityholders for any breach of this Agreement.

No Appraisal or Other Claims. The Securityholder: (a) knowingly, voluntarily, intentionally, unconditionally and irrevocably waives and agrees not to exercise any right (including under Section 262 of the DGCL) to demand appraisal of any of the Subject Securities Shares or right to dissent from the Merger that such Securityholder may have (collectively, “Appraisal Rights”) or to receive notice of any right to seek Appraisal Rights in connection with the Merger; (b) agrees not to commence, participate in or voluntarily aid in any way any claim or proceeding to seek (or file any petition related to) Appraisal Rights in connection with the Merger; and (c) agrees not to commence, participate in or voluntarily aid in any way, and will take all actions necessary to opt out of, any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger SubSub E, the Company or any of their respective Representatives or successors relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Merger, including any claim (x) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement, (y) alleging a breach of any fiduciary duty of the Company EVI Board in connection with the Merger Agreement or the transactions contemplated thereby, or (z) making any claim with respect to any disclosures in any filing, statement, report or document filed with or furnished to the SEC in connection with the Merger Agreement, the Merger or any other transaction contemplated by the Merger Agreement; provided, that the foregoing covenants shall not be deemed a consent to or waiver of any rights of the Securityholders for any breach of this Agreement.

No Appraisal or Other Claims. The Securityholder: Securityholder (ai) knowingly, voluntarily, intentionally, unconditionally and irrevocably waives and agrees not to exercise any right rights (including including, without limitation, under Section 262 of the DGCLDelaware General Corporation Law) to demand appraisal of any of the Subject Securities or right any other Equity Interests of the Company held by the Securityholder or rights to dissent from the Merger that such the Securityholder may have (collectively, “Appraisal Rights”) or to receive notice of any right to seek Appraisal Rights in connection with the Merger; (bii) agrees not to commence, participate in or voluntarily aid in any way any claim or proceeding to seek (or file any petition related to) Appraisal Rights in connection with the Merger; and (ciii) agrees not to commence, participate in or voluntarily aid in any way, and will take all actions necessary to opt out of, any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective Representatives representatives or successors relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Merger, including any claim (x) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement, (y) alleging a breach of any fiduciary duty of the Company Board in connection with the Merger Agreement or the transactions contemplated thereby, or (z) making any claim with respect to any SEC disclosures in any filing, statement, report or document filed with or furnished to the SEC connection with the Merger Agreement, Agreement or the Merger or any other transaction contemplated by the Merger Agreementtransaction; provided, that the foregoing covenants shall not be deemed a consent to or waiver of any rights of the Securityholders Securityholder for any breach of this Agreement or the Merger Agreement.

No Appraisal or Other Claims. The Securityholder: Each Securityholder (ai) knowingly, voluntarily, intentionally, unconditionally and irrevocably waives and agrees not to exercise any right rights (including including, without limitation, under Section 262 of the DGCLDelaware General Corporation Law) to demand appraisal of any of the Subject Securities or right rights to dissent from the Merger that such Securityholder may have (collectively, “Appraisal Rights”) or to receive notice of any right to seek Appraisal Rights in connection with the Merger; (bii) agrees not to commence, participate in or voluntarily aid in any way any claim or proceeding to seek (or file any petition related to) Appraisal Rights in connection with the Merger; and (ciii) agrees not to commence, participate in or voluntarily aid in any way, and will take all actions necessary to opt out of, any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective Representatives representatives or successors relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Merger, including any claim (x) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement, (y) alleging a breach of any fiduciary duty of the Company Board in connection with the Merger Agreement or the transactions contemplated thereby, or (z) making any claim with respect to any SEC disclosures in any filing, statement, report or document filed with or furnished to the SEC connection with the Merger Agreement, Agreement or the Merger or any other transaction contemplated by the Merger Agreementtransaction; provided, that the foregoing covenants shall not be deemed a consent to or waiver of any rights of the Securityholders Securityholder for any breach of this Agreement or the Merger Agreement.

No Appraisal or Other Claims. The Securityholder: (a) knowingly, voluntarily, intentionally, unconditionally and irrevocably waives and agrees not to exercise any right (including under Section 262 of the DGCL) to demand appraisal of any of the Subject Securities Shares or right to dissent from the Merger that such Securityholder may have (collectively, “Appraisal Rights”) or to receive notice of any right to seek Appraisal Rights in connection with the Merger; (b) agrees not to commence, participate in or voluntarily aid in any way any claim or proceeding to seek (or file any petition related to) Appraisal Rights in connection with the Merger; and (c) agrees not to commence, participate in or voluntarily aid in any way, and will take all actions necessary to opt out of, any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger SubSub M, the Company or any of their respective Representatives or successors relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Merger, including any claim (x) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement, (y) alleging a breach of any fiduciary duty of the Company EVI Board in connection with the Merger Agreement or the transactions contemplated thereby, or (z) making any claim with respect to any disclosures in any filing, statement, report or document filed with or furnished to the SEC in connection with the Merger Agreement, the Merger or any other transaction contemplated by the Merger Agreement; provided, that the foregoing covenants shall not be deemed a consent to or waiver of any rights of the Securityholders for any breach of this Agreement.

No Appraisal or Other Claims. The Securityholder: Each Securityholder (ai) knowingly, voluntarily, intentionally, unconditionally and irrevocably waives and agrees not to exercise any right rights (including including, without limitation, under Section 262 of the DGCLDelaware General Corporation Law) to demand appraisal of any of the Subject Securities or right any other Equity Interests of the Company held by the Securityholder or rights to dissent from the Merger that such Securityholder may have (collectively, “Appraisal Rights”) or to receive notice of any right to seek Appraisal Rights in connection with the Merger; (bii) agrees not to commence, participate in or voluntarily aid in any way any claim or proceeding to seek (or file any petition related to) Appraisal Rights in connection with the Merger; and (ciii) agrees not to commence, participate in or voluntarily aid in any way, and will take all actions necessary to opt out of, any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective Representatives representatives or successors relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Merger, including any claim (x) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement, (y) alleging a breach of any fiduciary duty of the Company Board in connection with the Merger Agreement or the transactions contemplated thereby, or (z) making any claim with respect to any SEC disclosures in any filing, statement, report or document filed with or furnished to the SEC connection with the Merger Agreement, Agreement or the Merger or any other transaction contemplated by the Merger Agreementtransaction; provided, that the foregoing covenants shall not be deemed a consent to or waiver of any rights of the Securityholders Securityholder for any breach of this Agreement or the Merger Agreement.