No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 27 contracts
Samples: Tender and Support Agreement (Crestview Acquisition Corp.), Tender and Support Agreement (Crestview Acquisition Corp.), Tender and Support Agreement (Crestview Acquisition Corp.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor and Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 26 contracts
Samples: Support Agreement (Lattice Semiconductor Corp), Support Agreement (Lattice Semiconductor Corp), Support Agreement (Lattice Semiconductor Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent Parent, or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor and Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the disposition or voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 17 contracts
Samples: Support Agreement (Maxlinear Inc), Support Agreement (Maxlinear Inc), Support Agreement (Maxlinear Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any of its Affiliates any direct or indirect ownership or incidence incidents of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub any of its Affiliates shall have any authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinherein or in the Merger Agreement.
Appears in 16 contracts
Samples: Voting Agreement (Cutter & Buck Inc), Voting Agreement (Francisco Partners II LP), Voting Agreement (Cutter & Buck Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 11 contracts
Samples: Tender and Support Agreement, Tender and Support Agreement, Merger Agreement (Rocket Fuel Inc.)
No Ownership Interest. Except as otherwise specifically provided hereinexpressly set forth in this Agreement, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Company any direct or indirect ownership or incidence of ownership of or with respect to the any Subject Shares. All rights, ownership and economic benefits of and relating to the any Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub Company shall not have any authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company Parent or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinin this Agreement.
Appears in 10 contracts
Samples: Voting and Support Agreement (Bruker Axs Inc), Voting and Support Agreement (Bruker Axs Inc), Voting and Support Agreement (Bruker Daltonics Inc)
No Ownership Interest. Except as otherwise specifically provided hereinexpressly set forth in this Agreement, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Subject Shares. All rights, ownership and economic benefits of and relating to the any Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall not have any authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinin this Agreement.
Appears in 10 contracts
Samples: Voting and Support Agreement (Bruker Axs Inc), Voting and Support Agreement (Bruker Axs Inc), Voting and Support Agreement (Bruker Axs Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesShareholder Securities. All rights, ownership and economic benefits of and relating to the Shares Shareholder Securities shall remain vested in and belong to the StockholderShareholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Shareholder in the voting of any of the SharesShareholder Securities, except as otherwise specifically provided herein.
Appears in 8 contracts
Samples: Merger Agreement (Team Health Holdings Inc.), Voting and Support Agreement (Amundsen Merger Sub Corp.), Voting and Support Agreement (Amundsen Merger Sub Corp.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Company Stockholder, and neither Parent nor Merger Sub shall will have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Company Stockholder in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 8 contracts
Samples: Tender Agreement (Valeant Pharmaceuticals International, Inc.), Tender Agreement (Valeant Pharmaceuticals International, Inc.), Tender Agreement (Valeant Pharmaceuticals International, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesShareholder Securities. All rights, ownership and economic benefits of and relating to the Shares Shareholder Securities shall remain vested in and belong to the StockholderShareholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder any Shareholder in the voting of any of the SharesShareholder Securities, except as otherwise specifically provided herein.
Appears in 7 contracts
Samples: Voting and Support Agreement (Vista Equity Partners Fund VI, L.P.), Voting and Support Agreement (Vista Equity Partners Fund VI, L.P.), Voting and Support Agreement (Vista Equity Partners Fund VI, L.P.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the Stockholder, and neither Parent nor and Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Covered Shares, except as otherwise specifically provided hereinin this Agreement.
Appears in 7 contracts
Samples: Support Agreement (Harpoon Therapeutics, Inc.), Support Agreement (Kindred Biosciences, Inc.), Support Agreement (Elanco Animal Health Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 7 contracts
Samples: Tender and Support Agreement (Science 37 Holdings, Inc.), Tender and Support Agreement (Science 37 Holdings, Inc.), Tender and Support Agreement (Science 37 Holdings, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the any Stockholder in the voting of any of the Covered Shares, except as otherwise specifically provided herein.
Appears in 6 contracts
Samples: Tender and Support Agreement (Imclone Systems Inc), Tender and Support Agreement (Lilly Eli & Co), Tender and Support Agreement (ASP GT Holding Corp.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to any of the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall not have any the authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesSubject Shares to the extent such Subject Shares are entitled to be voted, except as otherwise specifically provided herein.
Appears in 6 contracts
Samples: Voting Agreement (Francis Capital Management, LLC), Voting Agreement (Stewart Brian), Voting Agreement (Patient Safety Technologies, Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed deemed, upon execution or otherwise, to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the StockholderCovered Stockholders, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Covered Stockholders in the voting of of, or otherwise with respect to, any of the Covered Shares, except as otherwise specifically provided herein.
Appears in 6 contracts
Samples: Voting Agreement (West Corp), Voting Agreement (West Corp), Voting Agreement (West Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Covered Shares, except as otherwise specifically provided herein.
Appears in 5 contracts
Samples: Tender and Support Agreement (Fortune Brands Home & Security, Inc.), Tender and Support Agreement (Fortune Brands Home & Security, Inc.), Tender and Support Agreement (Fortune Brands Home & Security, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesStockholder Securities. All rights, ownership and economic benefits of and relating to the Shares Stockholder Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesStockholder Securities, except as otherwise specifically provided herein.
Appears in 5 contracts
Samples: Voting and Support Agreement (Augmedix, Inc.), Voting and Support Agreement (Augmedix, Inc.), Voting and Support Agreement (Augmedix, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Sharesany Covered Common Stock. All rights, ownership and economic benefits of and benefit relating to the Shares Covered Common Stock shall remain vested in and belong to the StockholderShareholders, and neither Parent nor and Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or no authority to direct the Stockholder Shareholder in the voting or disposition of any of the SharesCovered Common Stock, except as otherwise specifically provided herein.
Appears in 5 contracts
Samples: Shareholder Support and Voting Agreement, Shareholder Support and Voting Agreement (Americredit Corp), Shareholder Support and Voting Agreement (General Motors Co)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesStockholder Securities. All rights, ownership and economic benefits of and relating to the Shares Stockholder Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the any Stockholder in the voting of any of the SharesStockholder Securities, except as otherwise specifically provided herein.
Appears in 5 contracts
Samples: Voting and Support Agreement (GCP Applied Technologies Inc.), Voting and Support Agreement (Starboard Value LP), Voting and Support Agreement (GCP Applied Technologies Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Sharesany Company Securities. All rights, ownership and economic benefits of and relating to the Shares Company Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesCompany Securities, except as otherwise specifically provided herein.
Appears in 4 contracts
Samples: Tender and Voting Agreement (LD Commodities Sugar Holdings LLC), Tender and Voting Agreement (Nuance Communications, Inc.), Tender and Voting Agreement (Nuance Communications, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub either Stockholder any direct or indirect ownership or incidence of ownership of or with respect to any Shares held by the Sharesother Stockholder. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the StockholderStockholder that is the Beneficial Owner thereof, and neither Parent nor Merger Sub the other Stockholder shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically expressly provided herein.
Appears in 4 contracts
Samples: Standstill and Stockholder Agreement (Skandalaris Robert J), Standstill and Stockholder Agreement (Arcelor), Share Purchase Agreement (Noble International, Ltd.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholdereach applicable Shareholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder such Shareholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 4 contracts
Samples: Voting Agreement (Lexmark International Inc /Ky/), Voting Agreement (Kofax LTD), Tender and Support Agreement (Zymogenetics Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesShares of the Shareholders. All rights, ownership and economic benefits of and relating to the Shares of the Shareholders shall remain vested in and belong to the Stockholdereach applicable Shareholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder such Shareholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 4 contracts
Samples: Tender and Support Agreement (Oepx, LLC), Tender and Support Agreement (X Rite Inc), Tender and Support Agreement (X Rite Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Merger Agreement (LogicBio Therapeutics, Inc.), Tender and Support Agreement (LogicBio Therapeutics, Inc.), Tender and Support Agreement (LogicBio Therapeutics, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Tender and Support Agreement (United Rentals, Inc.), Tender and Support Agreement (Dover Motorsports Inc), Tender and Support Agreement (Papa Murphy's Holdings, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesSubject Securities. All rights, ownership and economic benefits of and relating to the Shares Subject Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall not have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesSubject Securities, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Voting Agreement (Warburg Pincus Private Equity Viii L P), Voting Agreement (Amag Pharmaceuticals Inc.), Voting Agreement (Amag Pharmaceuticals Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Tender and Support Agreement (Bristol Myers Squibb Co), Tender and Support Agreement (Inhibitex, Inc.), Tender and Support Agreement (Inhibitex, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Purchaser any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub Purchaser shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Tender and Support Agreement, Tender and Support Agreement (Roche Holding LTD), Tender and Support Agreement (Ignyta, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall will be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence incidents of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall will remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall will have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinherein with respect to the Subject Shares and except as otherwise expressly provided in the Merger Agreement.
Appears in 3 contracts
Samples: Support Agreement (Immunome Inc.), Company Voting Agreement (Kubient, Inc.), Company Voting Agreement (Kubient, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Covered Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Merger Agreement (American Commercial Lines Inc.), Tender and Support Agreement (Protection One Inc), Tender and Support Agreement (Protection One Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Merger Agreement (Blackhawk Network Holdings, Inc), Voting and Support Agreement (Silver Lake Group, L.L.C.), Voting and Support Agreement (P2 Capital Partners, LLC)
No Ownership Interest. Except as otherwise specifically expressly provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Acquisition Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesCovered Securities. All rights, ownership and economic benefits of and relating to the Shares Covered Securities shall remain vested in and belong to the each Stockholder, and neither Parent nor Merger Acquisition Sub shall have any authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the any Stockholder in the voting of any of the Shares, except as otherwise specifically provided hereinCovered Securities.
Appears in 3 contracts
Samples: Tender and Support Agreement (Maxim Integrated Products Inc), Tender and Support Agreement (Volterra Semiconductor Corp), Tender and Support Agreement (Maxim Integrated Products Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Voting Shares. All rights, ownership and economic benefits of and relating to the Voting Shares shall remain vested in and belong to the StockholderShareholders, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Shareholders in the voting of any of the Voting Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Voting and Support Agreement (Superior Drilling Products, Inc.), Voting and Support Agreement (Drilling Tools International Corp), Voting and Support Agreement (Meier G. Troy)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company FFE or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Tender and Voting Agreement (Frozen Food Express Industries Inc), Tender and Voting Agreement (Frozen Food Express Industries Inc), Tender and Voting Agreement (Frozen Food Express Industries Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall will be deemed to vest in Parent the Company or Merger Sub any of its Affiliates any direct or indirect ownership or incidence incidents of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall will remain vested in and belong to the StockholderStockholders, and neither Parent the Company nor Merger Sub shall any of its Affiliates will have any authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company Parent or exercise any power or authority to direct the any Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinherein or in the Merger Agreement.
Appears in 3 contracts
Samples: Voting Agreement, Voting Agreement (Emmaus Life Sciences, Inc.), Voting Agreement (MYnd Analytics, Inc.)
No Ownership Interest. Except as otherwise specifically provided hereinexpressly set forth in this Agreement, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Subject Shares. All rights, ownership and economic benefits of and relating to the any Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall not have any authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinin this Agreement.
Appears in 3 contracts
Samples: Voting and Support Agreement (Biomet Inc), Voting and Support Agreement (Lilly Eli & Co), Voting and Support Agreement (Applied Molecular Evolution Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Subsidiary any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub Subsidiary shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Tender and Voting Agreement (Sizmek Inc.), Tender and Voting Agreement (Sizmek Inc.), Tender and Voting Agreement (Sizmek Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Merger Agreement (Breeze-Eastern Corp), Tender and Support Agreement (Breeze-Eastern Corp), Tender and Support Agreement (Breeze-Eastern Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesCovered Securities. All rights, ownership and economic benefits of and relating to the Shares Covered Securities shall remain vested in and belong to the StockholderHolder, and neither and, except as provided in the Merger Agreement, Parent nor Merger Sub shall not have any authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Holder in the voting or disposition of any of the SharesCovered Securities, except as otherwise specifically expressly provided herein.
Appears in 3 contracts
Samples: Voting and Support Agreement (Pioneer Energy Services Corp), Voting and Support Agreement (Patterson Uti Energy Inc), Voting and Support Agreement (Patterson Uti Energy Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Common Stock or any Separate Shares. All rights, ownership and economic benefits of and benefit relating to the Covered Common Stock and the Separate Shares shall remain vested in and belong to the StockholderShareholders, except upon the exercise, if any, by Parent of its right of first refusal as set forth in Section 4.2 of this Agreement, and neither Parent nor and Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or no authority to direct the Stockholder Shareholder in the voting or disposition of any of the Covered Common Stock or the Separate Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Samples: Shareholder Support and Voting Agreement, Shareholder Support and Voting Agreement (Americredit Corp), Shareholder Support and Voting Agreement (General Motors Co)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any of its Affiliates any direct or indirect ownership or incidence of ownership of or with respect to the Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub any Affiliate of Parent shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Covered Shares, except as otherwise specifically expressly provided herein.
Appears in 2 contracts
Samples: Voting Agreement (Urstadt Biddle Properties Inc), Voting Agreement (Regency Centers Lp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub the Company any direct or indirect ownership or incidence of ownership of or with respect to the Sharesany Securities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub the Company shall have any no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company Parent, Merger Sub One and Merger Sub Two or exercise any power or authority to direct the Stockholder in the voting of any of the SharesSecurities, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Voting Agreement (Entropic Communications Inc), Voting Agreement (Maxlinear Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Acquisition Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Acquisition Sub shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Tender and Voting Agreement (Chordiant Software Inc), Tender and Voting Agreement (Pegasystems Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the applicable Stockholder, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the any Stockholder in the voting of any of the Covered Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Voting Agreement (Electro Rent Corp), Voting Agreement (Electro Rent Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent Parent, Merger Sub One or Merger Sub Two any direct or indirect ownership or incidence of ownership of or with respect to the Sharesany Securities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Parent, Merger Sub One and Merger Sub Two shall have any no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesSecurities, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Voting Agreement (Entropic Communications Inc), Voting Agreement (Maxlinear Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Purchaser any direct or indirect ownership or incidence of ownership of or with respect to the SharesSecurities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub Purchaser shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ambit Biosciences Corp), Tender Agreement (Ambit Biosciences Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the Principal Stockholder, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Principal Stockholder in the voting of any of the Covered Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Support Agreement (Majesco LTD), Support Agreement (Majesco)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any of its Affiliates any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits benefit of and relating to the Covered Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority with respect to direct the Stockholder Stockholders in the voting of any of the Shares, Covered Shares except as otherwise specifically provided hereinherein and in the Merger Agreement.
Appears in 2 contracts
Samples: Voting Agreement (PAE Inc), Voting Agreement (Cision Ltd.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Quoin any direct or indirect ownership or incidence of ownership of or with respect to the SharesStockholder Securities. All rights, ownership and economic benefits of and relating to the Shares Stockholder Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub Quoin shall not have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company Skinvisible or exercise any power or authority to direct the Stockholder in the voting of any of the SharesStockholder Securities, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Voting and Support Agreement (Skinvisible Inc), Voting and Support Agreement (Skinvisible Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Tender and Support Agreement (Trecora Resources), Tender and Support Agreement (New Home Co Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub U.S. Parent any direct or indirect ownership or incidence of ownership of or with respect to the any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Sub and U.S. Parent shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Stockholders Agreement (Cgi Group Inc), Stockholders Agreement (Stanley, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Support Agreement (Soliton, Inc.), Officer Support Agreement (Soliton, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Purchaser any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub Purchaser shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Tender and Support Agreement (Decibel Therapeutics, Inc.), Tender and Support Agreement (Checkmate Pharmaceuticals, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the StockholderShareholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Shareholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Tender and Support Agreement (Fortive Corp), Tender and Support Agreement (Gilead Capital LP)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Purchaser any direct or indirect ownership or incidence of ownership of or with respect to the any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the StockholderShareholder, and neither Parent nor Merger Sub Purchaser shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Shareholder in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Tender and Support Agreement (Costa Brava Partnership III LP), Tender and Support Agreement (Emancipation Capital)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesStockholder Securities. All rights, ownership and economic benefits of and relating to the Shares Stockholder Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesStockholder Securities, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Voting and Support Agreement (West Marine Inc), Voting and Support Agreement (West Marine Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Acquiror any direct or indirect ownership or incidence of ownership of or with respect to the SharesCovered Shares of the Stockholder. All rights, ownership and economic benefits of and relating to the Covered Shares of the Stockholder shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub Acquiror shall have any no authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting or disposition of any of the Stockholder’s Covered Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Merger Agreement (North Mountain Merger Corp.), Support Agreement (Trine Acquisition Corp.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesStockholder Securities. All rights, ownership and economic benefits of and relating to the Shares Stockholder Securities shall remain vested in and belong to the applicable Stockholder, and neither Parent nor Merger Sub shall not have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the any Stockholder in the voting of any of the SharesStockholder Securities, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Voting and Support Agreement (electroCore, Inc.), Voting and Support Agreement (NeuroMetrix, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesEquity Securities of the Company Stockholder. All rights, ownership and economic benefits (but excluding, for the avoidance of doubt, any voting rights to the extent described herein) of and relating to the Shares Equity Securities of the Company Stockholder shall remain fully vested in and belong to the Company Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or no authority to direct the Company Stockholder in the voting or disposition of any of the SharesStockholder’s Equity Securities, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Support Agreement (Vector Acquisition Corp), Support Agreement (Stable Road Acquisition Corp.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Acquiror any direct or indirect ownership or incidence incidents of ownership of or with respect to any of the Shares, except as otherwise expressly provided herein. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in with, and belong to the to, Stockholder, and neither Parent nor Merger Sub this Agreement shall have any authority not be deemed to authorize Acquiror to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically expressly provided herein.
Appears in 2 contracts
Samples: Agreement to Facilitate Merger (Intelidata Technologies Corp), Merger Agreement (Corillian Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Tender and Support Agreement (Vmware, Inc.), Tender and Support Agreement (Carbon Black, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub the Purchaser any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All Except as otherwise provided herein or in the Merger Agreement, all rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub the Purchaser shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Tender and Support Agreement (PLX Technology Inc), Tender and Support Agreement (PLX Technology Inc)
No Ownership Interest. Except as otherwise specifically expressly provided herein, nothing contained in this Stockholders Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically expressly provided herein.
Appears in 2 contracts
Samples: Stockholders Agreement (Pacific Ethanol, Inc.), Stockholders Agreement (Pacific Ethanol, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall will be deemed to vest in the Parent or Merger Sub any direct or indirect ownership or incidence incidents of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall will remain vested in and belong to the Stockholder, and neither the Parent nor Merger Sub shall will have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinherein with respect to the Subject Shares and except as otherwise expressly provided in the Merger Agreement.
Appears in 2 contracts
Samples: Support Agreement (Sunesis Pharmaceuticals Inc), Support Agreement (Tocagen Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall not have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company Indigo or its Subsidiaries or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 2 contracts
Samples: Company Stockholder Support Agreement (Intermolecular Inc), Stockholder Support Agreement
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Acquiror any direct or indirect ownership or incidence incidents of ownership of or with respect to any of the Shares, except as otherwise expressly provided herein. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in with, and belong to the to, Stockholder, and neither Parent nor Merger Sub this Agreement shall have any authority not be deemed to authorize Acquiror to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company Xxxxxx or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically expressly provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesStockholder Securities. All rights, ownership and economic benefits of and relating to the Shares Stockholder Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesStockholder Securities, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically expressly provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesCovered Securities. All rights, ownership and economic benefits of and relating to the Shares Covered Securities shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided hereinCovered Securities.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided hereinexpressly set forth in this Agreement, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Subject Shares. All rights, ownership and economic benefits of and relating to the any Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall not have any authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company Seller or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinin this Agreement.
Appears in 1 contract
Samples: Voting and Support Agreement (Sumitomo Corporation of America)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall will be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence incidents of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall will remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall will have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinherein with respect to the Subject Shares and except as otherwise expressly provided in the Merger Agreement.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent Parent, Merger Sub or Merger Sub 2 any direct or indirect ownership or incidence of ownership of or with respect to the Sharesany Securities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to the StockholderShareholder, and neither Parent nor Parent, Merger Sub and Merger Sub 2 shall have any no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Shareholder in the voting of any of the SharesSecurities, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesShares of Company Common Stock, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Tender and Support Agreement (Ono Pharmaceutical Co., Ltd.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Shares. All rights, rights and ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger and Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Parent, Merger Sub or the Company any direct or indirect ownership or incidence of ownership of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither each applicable Holder. Neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder such Holder in the voting of any of the Shares, except as otherwise specifically provided hereinin this Agreement.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub the Company or any of their respective controlled Affiliates any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits benefit of and relating to the Covered Shares shall remain vested in and belong to the relevant Stockholder, and neither Parent nor Merger Sub and the Company shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company other or exercise any power or authority with respect to direct the any Stockholder in the voting or transfer of any of the Shares, Covered Shares except as otherwise specifically provided hereinherein and in the Merger Agreement.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesEquity Interests of the Company Shareholders. All rights, ownership and economic benefits (but excluding, for the avoidance of doubt, any voting rights to the extent described herein) of and relating to the Shares Equity Interests of each Company Shareholder shall remain fully vested in and belong to the Stockholderany such Company Shareholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or no authority to direct the Stockholder such Company Shareholder in the voting or disposition of any of the SharesCompany Shareholder’s Equity Interests, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the StockholderInvestors, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Investors in the voting of any of the Covered Shares, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Contribution, Non Tender and Support Agreement (Union Drilling Inc)
No Ownership Interest. Except as otherwise specifically provided hereinexpressly set forth in this Agreement, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub the Company any direct or indirect ownership or incidence of ownership of or with respect to the any Subject Shares. All rights, ownership and economic benefits of and relating to the any Subject Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Sub the Company shall not have any authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company Parent or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinin this Agreement.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Acquisition Sub any direct or indirect ownership or incidence of ownership of or with respect to the SharesSubject Shares and Company Options. All rights, ownership and economic benefits of and relating to the Subject Shares and Company Options shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Acquisition Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Tender and Support Agreement (Poseida Therapeutics, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence incidents of ownership (other than with respect to voting and other rights expressly granted herein) of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically expressly provided hereinherein or in the Merger Agreement.
Appears in 1 contract
Samples: Voting Agreement (Datascope Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub the Purchaser any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All Except as otherwise provided herein or in the Merger Agreement, all rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub the Purchaser shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any of its Affiliates any direct or indirect ownership or incidence incidents of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor Merger Sub any of its Affiliates shall have any authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Subject Shares, except as otherwise specifically expressly provided hereinherein or in the Merger Agreement.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Sharesany Securities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to the StockholderStockholders, and neither Parent nor and Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the each Stockholder in the voting of any of the SharesSecurities, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Voting and Support Agreement (Cornerstone OnDemand Inc)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Purchaser any direct or indirect ownership or incidence of ownership of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the each applicable Stockholder, and neither Parent nor Merger Sub Purchaser shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the such Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Tender and Support Agreement (ConvergeOne Holdings, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub Purchaser any direct or indirect ownership or incidence of ownership of or with respect to the SharesSubject Securities. All rights, ownership and economic benefits of and relating to the Shares Subject Securities shall remain vested in and belong to the StockholderHolder, and neither Parent nor Merger Sub Purchaser shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Holder in the voting of any of the Sharesshares of Company Common Stock, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Tender and Support Agreement (Blue Apron Holdings, Inc.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesShares of Company Common Stock, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Tender and Support Agreement (Ono Pharmaceutical Co., Ltd.)
No Ownership Interest. Except as otherwise specifically provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholdereach applicable Shareholder, and neither Parent nor Merger Sub shall have any authority to manage, direct, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder such Shareholder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to any of the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the StockholderShareholder, and neither Parent nor Merger Sub shall not have any the authority to manage, direct, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Shareholder in the voting of any of the SharesSubject Shares to the extent such Subject Shares are entitled to be voted, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Voting Agreement (Covisint Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the StockholderStockholders, and neither Parent nor and Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 1 contract
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the Sharesany Company Securities. All rights, ownership ownership, and economic benefits of and relating to the Shares Company Securities shall remain vested in and belong to the Stockholder, and neither Parent nor and Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder in the voting of any of the SharesCompany Securities, except as otherwise specifically provided herein.
Appears in 1 contract
Samples: Support Agreement (Luminex Corp)
No Ownership Interest. Except as otherwise specifically provided herein, nothing Nothing contained in this Agreement shall be deemed to vest in the Parent Parties or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to the any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the StockholderStockholders, and neither the Parent nor Parties and Merger Sub shall have any no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct the Stockholder Stockholders in the voting of any of the Subject Shares, except as otherwise specifically provided herein.
Appears in 1 contract