No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to, nor may the Company or any of its Subsidiaries, without the prior written consent of Parent, agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments); (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Quotient Technology Inc.), Agreement and Plan of Merger (Datto Holding Corp.), Agreement and Plan of Merger (Datto Holding Corp.)
No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither none of Parent, Merger Sub, the Company nor any of its their respective Subsidiaries will be required toto agree (or, nor may in the case of the Company or any of its Subsidiaries, will agree without the prior written consent of Parent, agree ’s consent) to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments); ) or (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Cvent Holding Corp.)
No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 6.1 or elsewhere in this Agreement, neither the Company nor any none of its Subsidiaries will be required toParent, nor may Merger Sub, the Company or any of its Subsidiariestheir respective Subsidiaries will be required to (and the Company shall not, without the prior Parent’s written consent of Parent, consent) agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments); (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material ContractContract (except, in the case of the Company, if requested by Parent and subject to the occurrence of the Offer Acceptance Time).
Appears in 1 contract
No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 6.1 or elsewhere in this Agreement, neither the Company nor any none of its Subsidiaries will be required toParent, nor may Merger Sub, the Company or any of its Subsidiaries, without the prior written consent of Parent, their respective Affiliates will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments); (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.. 77
Appears in 1 contract
Samples: Agreement and Plan of Merger (Diversey Holdings, Ltd.)
No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, but without limiting Section 6.2, neither the Company nor any of its Subsidiaries will be required to, nor may the Company or any of its Subsidiaries, without Subsidiaries nor any of the prior written consent of Parent, Parent Entities will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments); (ii) the provision of additional security (including a guaranty)) with effect prior to the Closing; or (iii) material conditions or obligations, including amendments to existing material conditions and obligationsobligations with effect prior to the Closing, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Atlas Technical Consultants, Inc.)
No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to, nor may the Company or any of its Subsidiaries, without the prior written consent of Parent, to agree to (i) the payment of a any material consent fee, “profit sharing” payment or other material consideration (including increased or accelerated payments)payments that are material) that Parent does not agree to reimburse; (ii) the provision of additional security (including a guaranty)) that would be material; or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Travelport Worldwide LTD)
No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither none of Parent, Merger Sub, the Company nor any of its their respective Subsidiaries will be required toto agree (and, nor may the Company or any of and its SubsidiariesSubsidiaries shall not, without the prior Parent’s written consent of Parentconsent, agree agree) to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments); ) or (ii) the provision of additional security (including a guaranty); ) or (iii) material conditions or obligations, including amendments to existing material conditions and obligationsany other contractual concessions, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Powerschool Holdings, Inc.)
No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will shall be required to agree to, nor may the Company or any of its Subsidiaries, without the prior written consent of Parent, agree to : (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments); (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in each case, in connection with the MergerCasdin Transaction, including in connection with obtaining any consent pursuant to any Material Contract.
Appears in 1 contract
Samples: Purchase Agreement (Fluidigm Corp)
