Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCL.
Appears in 23 contracts
Samples: Agreement and Plan of Merger (HireRight Holdings Corp), Agreement and Plan of Merger (EngageSmart, Inc.), Agreement and Plan of Merger (New Relic, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will shall execute and deliver to Merger Sub and the Company a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Infinera Corp), Agreement and Plan of Merger (Nokia Corp), Agreement and Plan of Merger (Powerschool Holdings, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Natus Medical Inc), Agreement and Plan of Merger (Mitel Networks Corp), Agreement and Plan of Merger (ShoreTel Inc)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger SubSubsidiary, will execute and deliver to Merger Sub Subsidiary and the Company a written consent approving the Merger in accordance with the DGCL.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Luminex Corp), Agreement and Plan of Merger (Bazaarvoice Inc), Agreement and Plan of Merger (SolarWinds, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as Parent will cause the sole stockholder of Merger Sub, will Subsidiary to execute and deliver to Merger Sub and the Company Subsidiary a written consent approving adopting the Merger Agreement in accordance with the DGCL.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Hess Corp), Agreement and Plan of Merger (Hess Corp), Agreement and Plan of Merger (Renewable Energy Group, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a adopt this Agreement by written consent approving the Merger in accordance with the DGCL.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Electronic Arts Inc.), Agreement and Plan of Merger (Glu Mobile Inc), Agreement and Plan of Merger (Shutterfly Inc)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving adopting the Merger Agreement in accordance with the DGCL.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.), Agreement and Plan of Merger (Linkedin Corp), Agreement and Plan of Merger
Parent Vote. Immediately following the execution and delivery of this Agreement, ParentParent shall execute and deliver, in its capacity as the sole stockholder shareholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCLadopting this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Parlux Fragrances Inc)
Parent Vote. Immediately Promptly following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will shall execute and deliver to Merger Sub and the Company a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Echo Global Logistics, Inc.), Agreement and Plan of Merger (Cambrex Corp), Agreement and Plan of Merger (Civitas Solutions, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Offer and the Merger in accordance with the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Castlight Health, Inc.), Agreement and Plan of Merger (Instructure Inc)
Parent Vote. Immediately Promptly following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will shall execute and deliver to Merger Sub and the Company a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Oak Street Health, Inc.), Agreement and Plan of Merger (CVS HEALTH Corp)
Parent Vote. Immediately Promptly following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wageworks, Inc.), Agreement and Plan of Merger (Healthequity, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and (with a copy also sent to the Company Company) a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rocket Fuel Inc.), Agreement and Plan of Merger (Rackspace Hosting, Inc.)
Parent Vote. Immediately Effective immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and (with a copy also sent to the Company Company) a written consent adopting this Agreement and approving the Merger in accordance with the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Monotype Imaging Holdings Inc.), Agreement and Plan of Merger (Nutraceutical International Corp)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and (with a copy also sent to the Company Company) a written consent adopting this Agreement and approving the Merger in accordance with the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Innophos Holdings, Inc.), Agreement and Plan of Merger (ZAGG Inc)
Parent Vote. Immediately Promptly following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fresh Market, Inc.), Agreement and Plan of Merger (Fresh Market, Inc.)
Parent Vote. Immediately Promptly following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and (with a copy also sent to the Company Company) a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreementthe Joinder, Parent, in its capacity as the sole stockholder of Merger Sub, will shall execute and deliver to Merger Sub and the Company a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger Transactions in accordance with the DGCLapplicable Law and its organizational documents.
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger adopting this Agreement in accordance with the DGCL, which written consent shall thereupon become effective.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Omnicomm Systems Inc)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as Parent will or will cause the sole stockholder of Merger Sub, will to execute and deliver to Merger Sub and the Company a written consent approving and adopting the Merger and this Agreement in accordance with the DGCLapplicable Law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chembio Diagnostics, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, ParentParent I, in its capacity as the sole stockholder of Merger SubSub I, will execute and deliver to Merger Sub I and the Company a written consent approving the Company Merger in accordance with the DGCL. Immediately following the execution and delivery of this Agreement, Parent II, in its capacity as the sole member of Merger Sub II, will execute and deliver to Merger Sub II and Holdings a written consent approving the Holdings Merger in accordance with the DLLCA.
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder shareholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCLFBCA. Such consent will not be modified or rescinded.
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, ParentParent I, in its capacity as the sole stockholder of Merger SubSub I, will execute and deliver to Merger Sub I and the Company a written consent approving the Offer and the Company Merger in accordance with the DGCL. Immediately following the execution and delivery of this Agreement, Parent II, in its capacity as the sole member of Merger Sub II, will execute and deliver to Merger Sub II and Holdings a written consent approving the Holdings Merger in accordance with the DLLCA.
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as Parent will or will cause the sole stockholder of Merger SubSubsidiary, will to execute and deliver to Merger Sub Subsidiary and the Company a written consent approving the Merger in accordance with the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Kadmon Holdings, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as Parent shall cause the sole stockholder of Merger Sub, will Sub to execute and deliver to Merger Sub and the Company a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Darden Restaurants Inc)
Parent Vote. Immediately Subject to the Voting Agreements, immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger SubSubsidiary, will execute and deliver to Merger Sub Subsidiary and the Company a written consent approving the Merger in accordance with the DGCL.
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder shareholder of Merger Sub, will shall execute and deliver to Merger Sub and the Company a written consent approving special resolution of Merger Sub authorizing the Plan of Merger in accordance with the DGCLCICA and the articles of association of Merger Sub.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Diversey Holdings, Ltd.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCLNRS.
Appears in 1 contract
Samples: Agreement and Plan of Merger (ClubCorp Holdings, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder shareholder of Merger Sub, will shall execute and deliver to Merger Sub and the Company a written consent approving special resolution authorizing the Plan of Merger in accordance with the DGCLCICL.
Appears in 1 contract
Parent Vote. Immediately Effective immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will shall execute and deliver to Merger Sub and (with a copy sent to the Company Company) a written consent approving the Merger adopting this Agreement in accordance with the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Quotient Technology Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder shareholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving approving, ratifying and confirming the Merger in accordance with the DGCLall applicable Laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Netshoes (Cayman) Ltd.)
Parent Vote. Immediately Promptly following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving and adopting this Agreement and the Merger transactions contemplated hereby, including the Merger, in accordance with the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Global Brass & Copper Holdings, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder shareholder of Merger Sub, will execute and deliver to Merger Sub and the Company a valid written consent consent, in form and substance reasonably acceptable to the Company, approving the Merger in accordance with the DGCLKBCA.
Appears in 1 contract
Samples: Agreement and Plan of Merger
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will shall execute and deliver to Merger Sub and the Company a written consent approving the Merger and adopting this Agreement in accordance with the DGCL.
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as Parent shall cause the sole stockholder of Merger Sub, will Sub to execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Medidata Solutions, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as Parent will or will cause the sole stockholder of Merger Sub, will to execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCLapplicable Law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (TherapeuticsMD, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCL.. 6.19
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCLapplicable Laws of its jurisdiction of organization.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tufin Software Technologies Ltd.)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Embark Technology, Inc.)
Parent Vote. Immediately following the execution and delivery of this Agreement, the written consent of Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub duly approving this Agreement and the Company a written consent approving Transactions, including the Merger Offer and the Merger, in each case, in accordance with the DGCLDGCL and the organizational documents of Merger Sub, shall have become effective, and Parent shall deliver to the Company evidence of such action by written consent so approving this Agreement and the Transactions, including the Offer and the Merger.
Appears in 1 contract
Parent Vote. Immediately As promptly as reasonably practicable following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of the Merger SubSubs, will execute and deliver to the Merger Sub Subs and the Company a written consent approving the Merger in accordance with the DGCL.
Appears in 1 contract
Samples: Voting Agreement (Diligent Corp)
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving providing the Merger Sub Stockholder Approval in accordance with the DGCL.. 6.18
Appears in 1 contract
Parent Vote. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent consent, in form and substance reasonably acceptable to the Company, approving the Merger in accordance with the DGCL.
Appears in 1 contract
