Common use of No Challenges Clause in Contracts

No Challenges. Each Company Shareholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to 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 successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 4 contracts

Samples: Company Shareholder Support Agreement (TETE Technologies Inc), Company Shareholder Support Agreement (TETE Technologies Inc), Company Shareholder Support Agreement (TETE Technologies Inc)

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No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentBuyer, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 4 contracts

Samples: Sponsor Support Agreement (FG Merger Corp.), Sponsor Support Agreement (Parsec Capital Acquisitions Corp.), Sponsor Support Agreement (Alset Capital Acquisition Corp.)

No Challenges. Each Company Shareholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to 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 successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 4 contracts

Samples: Parent Shareholder Support Agreement (TETE Technologies Inc), Parent Shareholder Support Agreement (TETE Technologies Inc), Parent Shareholder Support Agreement (TETE Technologies Inc)

No Challenges. Each Company Shareholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Purchaser, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 3 contracts

Samples: Sponsor Support Agreement (HHG Capital Corp), Sponsor Support Agreement (Nova Vision Acquisition Corp), Sponsor Support Agreement (Kairous Acquisition Corp. LTD)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentAcquiror, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 3 contracts

Samples: Stockholder Support Agreement (ACE Convergence Acquisition Corp.), Stockholder Support Agreement (ACE Convergence Acquisition Corp.), Stockholder Support Agreement (Social Capital Hedosophia Holdings Corp. II)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, First Merger Sub, Second Merger Sub, the Company or any of their respective successors successors, directors or directors officers (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Business Combination Agreement.

Appears in 2 contracts

Samples: Business Combination Agreement and Plan of Reorganization (RedBall Acquisition Corp.), Stockholder Support Agreement (RedBall Acquisition Corp.)

No Challenges. Each Company Shareholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentSPAC, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement Agreement, or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 2 contracts

Samples: Business Combination Agreement (HH&L Acquisition Co.), Company Holders Support Agreement (HH&L Acquisition Co.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to 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 successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 2 contracts

Samples: Parent Support Agreement (Feutune Light Acquisition Corp), Parent Stockholder Support Agreement (Rodgers Silicon Valley Acquisition Corp)

No Challenges. Each Company Shareholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentSPAC, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement Agreement, or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 2 contracts

Samples: Business Combination Agreement (HH&L Acquisition Co.), Spac Holders Support Agreement (HH&L Acquisition Co.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Purchaser, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Sponsor Support Agreement (Genesis Unicorn Capital Corp.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentBuyer, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Business Combination Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Business Combination Agreement.

Appears in 1 contract

Samples: Sponsor Support Agreement (Aldel Financial Inc.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentdMY, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Stockholder Support Agreement (dMY Technology Group, Inc. III)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to 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 SubAcquiror, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Support Agreement or (b) alleging a breach of any fiduciary duty of any person Person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Company Stockholder Support Agreement (RMG Acquisition Corp. III)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentAcquiror, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Company Stockholder Support Agreement (Rodgers Silicon Valley Acquisition Corp)

No Challenges. Each The Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentBuyer, Merger Sub, Merger Sub 2, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement Business Combination Agreement, or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Business Combination Agreement.

Appears in 1 contract

Samples: Stockholder Support Agreement (Legacy Acquisition Corp.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentApex, Merger SubSubs, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Business Combination Agreement.

Appears in 1 contract

Samples: Stockholder Support Agreement (Apex Technology Acquisition Corp)

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No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or knowingly encourage, and agrees to take all actions reasonably 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 Acquirer or any of their its respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Stockholder Support Agreement (Blackstone Holdings III L.P.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentAcquiror, Merger Sub, the Company or any of their respective successors or directors directors, (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person Person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Stockholder Support Agreement (Social Capital Hedosophia Holdings Corp. III)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to 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 successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Stockholder Support Agreement (INSU Acquisition Corp. II)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, facilitate assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwiseotherwise against ShoulderUp, against ParentShoulderUp Merger Sub, SEI Merger Sub, the Company Company, or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement Agreement, or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation negotiation, or entry into the Merger AgreementBCA.

Appears in 1 contract

Samples: Stockholder Support Agreement (ShoulderUP Technology Acquisition Corp.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentGX, First Merger Sub, Second Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Stockholder Support Agreement (GX Acquisition Corp.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentAthena, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger AgreementBCA.

Appears in 1 contract

Samples: Stockholder Support Agreement (Athena Technology Acquisition Corp.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentBuyer, BFF, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Sponsor Support Agreement (Arisz Acquisition Corp.)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to 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 SubPurchaser, the Company or any of their respective successors or directors or officers (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement, the Business Combination Agreement or the Merger Agreement Additional Agreements or (b) alleging a breach of any fiduciary duty of any person Person in connection with the evaluation, negotiation or entry into the Merger AgreementBusiness Combination Agreement or the Additional Agreements.

Appears in 1 contract

Samples: Sponsor Support Agreement (Inception Growth Acquisition LTD)

No Challenges. Each Company Shareholder Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against ParentAcquiror, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.

Appears in 1 contract

Samples: Stockholder Support Agreement (BurTech Acquisition Corp.)

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