Common use of Required Vote of Parent Stockholders Clause in Contracts

Required Vote of Parent Stockholders. The affirmative vote of a majority of the shares present in person or by proxy at the Parent Stockholder Meeting (as hereinafter defined) and entitled to vote on the Share Issuance is required to approve the Share Issuance. No other vote of the securityholders of Parent is required by law, the Parent Charter or the Parent Bylaws or otherwise in order for Parent to consummate the Merger and the transactions contemplated hereby.

Appears in 3 contracts

Samples: Merger Agreement (Ciena Corp), Merger Agreement (Tellabs Inc), Merger Agreement (Concord Efs Inc)

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Required Vote of Parent Stockholders. The affirmative vote of a majority of the shares present in person or total votes cast by proxy at the holders of the Parent Stockholder Meeting (as hereinafter defined) and entitled to Common Stock at a meeting of the Parent Stockholders at which a quorum is present is the only vote on the Share Issuance of holders of securities of Parent which is required to approve the Share Issuanceissuance of the Parent Common Stock as contemplated by this Agreement. No other vote of the securityholders holders of securities of Parent is required by lawLaw, the Certificate of Incorporation of Parent, the Bylaws of Parent Charter or the Parent Bylaws or otherwise in order for Parent to consummate the Merger and the transactions contemplated hereby.

Appears in 3 contracts

Samples: Merger Agreement (Rock-Tenn CO), Merger Agreement (SMURFIT-STONE CONTAINER Corp), Merger Agreement (Rock-Tenn CO)

Required Vote of Parent Stockholders. The affirmative vote of a majority of the shares present in person or by proxy at the Parent Stockholder Meeting (as hereinafter defined) and entitled to vote on the Share Issuance is required to approve the Share Issuance. No other vote of the securityholders of Parent is required by law, the Parent Charter or the Parent Bylaws or otherwise in order for Parent to consummate the Merger, the Subsequent Merger and the transactions contemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Tellabs Inc), Merger Agreement (Advanced Fibre Communications Inc)

Required Vote of Parent Stockholders. The affirmative vote of the holders of a majority of the outstanding shares present in person or by proxy at the of Parent Stockholder Meeting (as hereinafter defined) and entitled to vote on the Share Issuance Common Stock is required to approve the Share Issuance. No other vote of the securityholders of Parent is required by law, the Parent Charter or Charter, the Parent Bylaws or otherwise in order for Parent to consummate the Merger and the transactions contemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Stratos Lightwave Inc), Merger Agreement (Stratos Lightwave Inc)

Required Vote of Parent Stockholders. The affirmative vote of the holders of a majority of the shares present Parent Shares represented at the Parent Stockholder Meeting (provided that at least a majority of the Parent Shares are represented in person or by proxy at such meeting) approving the issuance of Parent Stockholder Meeting (as hereinafter defined) and entitled to vote on Shares in the Share Issuance Merger is required to approve the Share Issuance. No other only vote of the securityholders holders of Parent is required by law, the Parent Charter any class or the Parent Bylaws or otherwise in order for Parent series of Parent's capital stock necessary to consummate the Merger approve this Agreement and the transactions contemplated herebyby this Agreement.

Appears in 1 contract

Samples: Merger Agreement (First Data Corp)

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Required Vote of Parent Stockholders. The affirmative vote of the holders of a majority of the outstanding shares present in person or by proxy at of the Parent Stockholder Meeting (as hereinafter defined) and entitled to vote on the Share Issuance Common Stock is required to approve the Share Issuance. No other vote of the securityholders security holders of Parent is required by law, the Parent Charter Parent's Certificate of Incorporation or the Bylaws of Parent Bylaws or otherwise in order for Parent to consummate the Merger and the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (California Amplifier Inc)

Required Vote of Parent Stockholders. The affirmative vote of a majority of the shares present in person or by proxy at the Parent Stockholder Meeting (as hereinafter defined) and entitled to vote votes cast on the Share Issuance is required to approve the Share Issuance, provided that the total votes cast on the proposal represent a majority of the outstanding shares of Parent Common Stock. No other vote of the securityholders of Parent is required by law, the Parent Charter Amended and Restated Articles of Incorporation or the Amended and Restated By-Laws of Parent Bylaws or otherwise in order for Parent to consummate the Merger and the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Conseco Inc)

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