Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 44 contracts
Samples: Voting Agreement (Rocket Pharmaceuticals, Inc.), Voting Agreement (Renovacor, Inc.), Tender and Support Agreement (Translate Bio, Inc.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 42 contracts
Samples: Support Agreement (Nanosphere Inc), Support Agreement (Luminex Corp), Support Agreement (Nanosphere Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 31 contracts
Samples: Stockholder Agreement (New Image Industries Inc), Stockholder Agreement (Landrys Seafood Restaurants Inc), Stockholder Agreement (New Image Industries Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 29 contracts
Samples: Stockholder Agreement (Quarterdeck Corp), Stockholder Agreement (Quarterdeck Corp), Stockholder Agreement (Tomkins PLC)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder and the representations and warranties of such Stockholder contained herein. Such Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 27 contracts
Samples: Support Agreement (LiveVox Holdings, Inc.), Support Agreement (Golden Gate Private Equity, Inc.), Voting and Support Agreement (Traton Se)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this Agreement.
Appears in 16 contracts
Samples: Voting Agreement (Vij Rakesh), Voting Agreement (Desai Bharat), Merger Agreement (Rofin Sinar Technologies Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder.
Appears in 13 contracts
Samples: Voting Agreement (Borland Software Corp), Voting Agreement (Borland Software Corp), Voting Agreement (Segue Software Inc)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Shareholder.
Appears in 13 contracts
Samples: Voting Agreement (Pw Eagle Inc), Shareholder Tender and Voting Agreement (Paravant Inc), Shareholder Tender and Voting Agreement (Paravant Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 13 contracts
Samples: Voting Agreement (Interface Systems Inc), Voting Agreement (Tumbleweed Communications Corp), Merger Agreement (Worldtalk Communications Corp)
Reliance by Parent. The Such Stockholder has received and reviewed a copy of the Merger Agreement. Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 12 contracts
Samples: Voting Agreement (Constant Contact, Inc.), Merger Agreement (Constant Contact, Inc.), Merger Agreement (Endurance International Group Holdings, Inc.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Purchaser to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 11 contracts
Samples: Stockholder Agreement (Opal Inc), Stockholder Agreement (Extendicare Inc /Can/), Stockholder Agreement (Philip Services Corp)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution and delivery of this AgreementAgreement and the representations and warranties of the Shareholder contained herein.
Appears in 11 contracts
Samples: Voting Agreement (At&t Inc.), Voting Agreement (At&t Inc.), Voting Agreement (At&t Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Stockholder Agreement.
Appears in 10 contracts
Samples: Voting Agreement (Plato Learning Inc), Voting Agreement (Plato Learning Inc), Voting Agreement (Blue Wave Systems Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder.
Appears in 10 contracts
Samples: Voting Agreement (Valera Pharmaceuticals Inc), Voting Agreement (Valera Pharmaceuticals Inc), Voting Agreement (Indevus Pharmaceuticals Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 9 contracts
Samples: Voting Agreement (Campbell Soup Co), Voting Agreement (SRS Labs Inc), Voting Agreement (Dts, Inc.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 8 contracts
Samples: Tender and Voting Agreement (Emc Corp), Tender and Voting Agreement (Hewlett Packard Co), Merger Agreement (Petes Brewing Co)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is and Sub are entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 7 contracts
Samples: Stockholders Agreement (Uniforce Services Inc), Stockholders Agreement (Comforce Corp), Stockholders Agreement (Cooperative Computing Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that the Parent is Parties are entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this AgreementAgreement and the representations, warranties, covenants and obligations of such Stockholder contained herein.
Appears in 7 contracts
Samples: Support Agreement (Energy Transfer Equity, L.P.), Agreement and Plan of Merger (Southern Union Co), Agreement and Plan of Merger (Southern Union Co)
Reliance by Parent. The Stockholder understands and acknowledges that ------------------ Parent is and Purchaser are entering into into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 7 contracts
Samples: Stockholder Agreement (Shelby Williams Industries Inc), Stockholder Agreement (Interlink Computer Sciences Inc), Stockholder Agreement (Sterling Software Inc)
Reliance by Parent. The Stockholder Such Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholdersuch Shareholder’s execution and delivery of this Agreement.
Appears in 6 contracts
Samples: Merger Agreement (Supertex Inc), Tender and Support Agreement (Ramius LLC), Tender and Support Agreement (Actel Corp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 6 contracts
Samples: Voting Agreement (At&t Corp), Stockholder Agreement (Green Equity Investors L P), Voting Agreement (Conexant Systems Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 5 contracts
Samples: Voting Agreement (Ford Motor Co), Voting Agreement (University Healthsystem Consortium), Voting Agreement (Neoforma Inc)
Reliance by Parent. The Stockholder Each Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Shareholder.
Appears in 5 contracts
Samples: Shareholder Voting Agreement (Amgen Inc), Shareholder Voting Agreement (Immunex Corp /De/), Principal Shareholders Agreement (Mitchell George P)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement and the representations and warranties of the Stockholder herein.
Appears in 5 contracts
Samples: Voting and Support Agreement (P&f Industries Inc), Voting and Support Agreement (Horowitz Richard A), Merger Agreement (Knowles Corp)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by Shareholder.
Appears in 5 contracts
Samples: Voting and Support Agreement (Employers Holdings, Inc.), Voting and Support Agreement (Employers Holdings, Inc.), Voting and Support Agreement (Employers Holdings, Inc.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 5 contracts
Samples: Stockholder Agreement (Effective Management Systems Inc), Stockholder Agreement (Effective Management Systems Inc), Stockholder Agreement (Ifs Ab)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder and the representations and warranties of the Stockholder contained herein. The Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 4 contracts
Samples: Voting and Support Agreement (Schwab Charles Corp), Voting and Support Agreement (Toronto Dominion Bank), Voting Agreement (Carmike Cinemas Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder and the representations and warranties of such Stockholder contained herein.
Appears in 4 contracts
Samples: Voting Agreement (OEP AC Holdings, LLC), Voting Agreement (Arthrocare Corp), Written Consent and Voting Agreement (Eastman Chemical Co)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution and delivery of this Agreement.
Appears in 4 contracts
Samples: Voting Agreement (Novellus Systems Inc), Voting Agreement (Quantum Corp /De/), Voting Agreement (Stanton John W)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution and delivery of this AgreementAgreement and the representations and warranties of the Shareholder herein.
Appears in 4 contracts
Samples: Merger Agreement (Ingredion Inc), Merger Agreement (Penford Corp), Voting and Support Agreement (Seacor Holdings Inc /New/)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution and delivery of this Voting Agreement.
Appears in 3 contracts
Samples: Voting Agreement, Voting Agreement (Nvidia Corp), Voting Agreement (Mellanox Technologies, Ltd.)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 3 contracts
Samples: Shareholder Agreement (American Medical Systems Holdings Inc), Shareholder Agreement (Laserscope), Shareholder Agreement (American Medical Systems Holdings Inc)
Reliance by Parent. The Stockholder understands Shareholders understand and acknowledges acknowledge that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Shareholders.
Appears in 3 contracts
Samples: Shareholder Tender and Voting Agreement (DRS Technologies Inc), Shareholder Tender and Voting Agreement (Paravant Inc), Shareholder Tender and Voting Agreement (Paravant Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into into, and causing Sub to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 3 contracts
Samples: Stockholders Agreement (Providence Journal Co), Stockholders Agreement (Belo a H Corp), Voting Agreement (Electronic Data Systems Corp /De/)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is and Purchaser are entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery and performance of this Agreement.
Appears in 3 contracts
Samples: Tender and Support Agreement (Raging Capital Management, LLC), Tender and Support Agreement (Vitesse Semiconductor Corp), Tender and Support Agreement (Microsemi Corp)
Reliance by Parent. The Stockholder understands and acknowledges ------------------ that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Lam Research Corp), Merger Agreement (Lam Research Corp)
Reliance by Parent. The Stockholder understands and ------------------ acknowledges that Parent is and Purchaser are entering into into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholder Agreement (Sterling Software Inc), Stockholder Agreement (Interlink Computer Sciences Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement and the representations and warranties of the Stockholder contained in this Agreement.
Appears in 2 contracts
Samples: Voting and Support Agreement (CBOE Holdings, Inc.), Voting and Support Agreement (Bats Global Markets, Inc.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution execution, and delivery of this AgreementAgreement and the performance of the Stockholder’s obligations hereunder.
Appears in 2 contracts
Samples: Voting and Support Agreement (Chevron Corp), Voting and Support Agreement (Hess Corp)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is and Purchaser are entering into the Merger Agreement Agree- ment in reliance upon the Stockholder’s Stockholders' execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholders Agreement (Harris Irving B/Harris Neison/Harris William W Trust/ Et Al), Stockholders Agreement (Pittway Corp /De/)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholders and the representations, warranties and covenants of the Stockholders contained herein. Such Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Voting Agreement (SAVVIS, Inc.), Voting Agreement (Centurylink, Inc)
Reliance by Parent. The Stockholder understands Principal Stockholders understand and acknowledges acknowledge that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Principal Stockholders and the representations and warranties of the Principal Stockholders contained herein. The Principal Stockholders understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Written Consent and Voting Agreement (InfoLogix Inc), Written Consent and Voting Agreement (InfoLogix Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent the Company is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement and the representations and warranties of the Stockholder contained in this Agreement.
Appears in 2 contracts
Samples: Voting and Support Agreement (Bats Global Markets, Inc.), Voting and Support Agreement (CBOE Holdings, Inc.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder and the representations and warranties of the Stockholder contained herein. The Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Reincorporation Merger, the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Voting Agreement (Grifols SA), Merger Agreement (Talecris Biotherapeutics Holdings Corp.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement merger agreement in reliance upon the such Stockholder’s execution and delivery of this Stockholder Agreement.
Appears in 2 contracts
Samples: Lock Up and Voting Agreement (RimAsia Capital Partners, L.P.), Lock Up and Voting Agreement (RimAsia Capital Partners, L.P.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 2 contracts
Samples: Voting and Transaction Support Agreement (AMC Networks Inc.), Voting and Transaction Support Agreement (RLJ Entertainment, Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholders Agreement (Digene Corp), Stockholders Agreement (Citrix Systems Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholder Agreement (Exide Electronics Group Inc), Stockholder Agreement (BTR Acquisition Corp)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement and the Rollover Commitment Letter in reliance upon the such Stockholder’s execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Voting and Support Agreement (Sra International Inc), Voting and Support Agreement (Providence Equity Partners VI L P)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by Stockholder.
Appears in 2 contracts
Samples: Voting Agreement (Simon William E & Sons Private Equity Partners Lp), Voting Agreement (Thoma Cressey Equity Partners Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement and the Investor Financing Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder and the representations and warranties of the Stockholder contained herein. The Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby and the Investor Financing Agreement governs the terms of the Investor Financing and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Voting and Post Closing Lock Up Agreement, Voting and Post Closing Lock Up Agreement (Biocryst Pharmaceuticals Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this Agreement and that such Stockholder’s covenants in this Agreement are a material inducement for Parent to enter into the Merger Agreement and that such Stockholder has received substantial and valuable consideration in exchange for the covenants in this Agreement, including a portion of the Merger Consideration and with respect to any Company Stock Options of such Stockholder.
Appears in 2 contracts
Samples: Stockholders Agreement (Exult Inc), Stockholders Agreement (Hewitt Associates Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by Stockholder.
Appears in 2 contracts
Samples: Voting Agreement (Sonic Solutions/Ca/), Voting Agreement (Divx Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement and the representations, warranties, covenants and obligations of the Stockholder contained herein.
Appears in 2 contracts
Samples: Voting Agreement (Engility Holdings, Inc.), Voting Agreement (Science Applications International Corp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.Agreement by Stockholder. ARTICLE V
Appears in 2 contracts
Samples: Stockholder Voting Agreement (Harrahs Entertainment Inc), Stockholder Voting Agreement (Harrahs Entertainment Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder, the performance by such Stockholder of its obligations hereunder and the compliance by such Stockholder with the terms hereof.
Appears in 2 contracts
Samples: Voting Agreement (Williams Scotsman International Inc), Voting Agreement (Williams Scotsman International Inc)
Reliance by Parent. The Stockholder understands and acknowledges ------------------ that Parent is and Purchaser are entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholder Agreement (Sterling Software Inc), Stockholder Agreement (Information Advantage Inc)
Reliance by Parent. The Stockholder understands and acknowledges agrees that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder and the representations and warranties of such Stockholder contained herein. The Stockholder understands and agrees that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Voting and Support Agreement (Gp Strategies Corp), Voting and Support Agreement (Gp Strategies Corp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by Stockholder and the representations and warranties of Stockholder contained herein.
Appears in 2 contracts
Samples: Voting Agreement (Arthrocare Corp), Voting Agreement (Swenson Granite Co LLC)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement and the representations and warranties of Stockholder contained herein. The Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Voting Agreement (Cpi International, Inc.), Voting Agreement (Cpi International, Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Voting Agreement (Alliance Data Systems Corp), Merger Agreement (American List Corp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder.
Appears in 2 contracts
Samples: Voting and Rollover Agreement (Thoma Cressey Equity Partners Inc), Voting and Rollover Agreement (Elliott Ronald)
Reliance by Parent. The Such Stockholder understands and acknowledges that Sub and Parent is are each entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholder Agreement (Nimbus Cd International Inc), Stockholder Agreement (Carlton Communications PLC)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is entering into into, and causing Acquisition Company to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this AgreementAgreement and the Proxy.
Appears in 2 contracts
Samples: Securities Agreement (Bell Sports Corp), Stock Purchase Agreement (Playcore Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is and the Sub are entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Memry Corp)
Reliance by Parent. The Such Stockholder understands and ------------------ acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (JPMorgan Chase Bank, National Association)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Amended Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Zoran Corp \De\)
Reliance by Parent. The Such Supporting Stockholder understands and acknowledges that Parent is entering into the Merger Agreement and the transactions contemplated therein in reliance reliance, in part, upon the such Supporting Stockholder’s execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Zygo Corp)
Reliance by Parent. The Stockholder understands and acknowledges that ------------------ Parent is and Purchaser are entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement and that such Stockholder's covenants in this Agreement are a material inducement for Parent to enter into the Merger Agreement and that such Stockholder has received substantial and valuable consideration in exchange for the covenants in this Agreement, including a portion of the Merger Consideration and with respect to any Company Stock Options of such Stockholder.
Appears in 1 contract
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering Parent's willingness to enter into the Merger Agreement in reliance upon is subject to the Stockholder’s 's execution and delivery of this AgreementAgreement and the Stockholder's performance of all of its obligations hereunder.
Appears in 1 contract
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Stockholder Agreement.
Appears in 1 contract
Samples: Stockholder Agreement (Leapnet Inc)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Stockholders' Voting Agreement (Jenny Craig Inc/De)
Reliance by Parent. The Stockholder understands and ------------------ acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (JPMorgan Chase Bank, National Association)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder.
Appears in 1 contract
Reliance by Parent. The Stockholder understands Stockholders understand and acknowledges acknowledge that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon each of the Stockholder’s Stockholders' execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering and Merger Sub have entered into the Merger Agreement in reliance upon the such Stockholder’s execution 's execution, delivery and delivery performance of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Smith & Wollensky Restaurant Group Inc)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is and Purchaser are entering into the Merger Agreement in reliance upon the Stockholder’s Stockholders' execution and delivery of this Agreement.
Appears in 1 contract
Samples: Stockholders Agreement (Honeywell International Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this AgreementAgreement and the representations and warranties of such Stockholder herein.
Appears in 1 contract
Samples: Voting and Support Agreement (Remy International, Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges ------------------- that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Stockholders Agreement (Cytyc Corp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Vha Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Conversant, Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement and the Purchase Agreement in reliance upon the such Stockholder’s execution and delivery of this Voting Agreement.
Appears in 1 contract
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering and Merger Sub have entered into the Merger Agreement in reliance upon the such Stockholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Smith & Wollensky Restaurant Group Inc)
Reliance by Parent. The Stockholder understands Stockholders understand and acknowledges acknowledge that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s Stockholders' execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this AgreementAgreement and the Proxy.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (C Cube Microsystems Inc/De)
