Common use of Required Vote Clause in Contracts

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 6 contracts

Samples: Merger Agreement (Integrated Device Technology Inc), Merger Agreement (PLX Technology Inc), Merger Agreement (Interclick, Inc.)

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Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of outstanding Shares (the outstanding shares of the Company Common Stock Stockholder Approval”) is the only vote required, if any, of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company necessary to approve the Merger and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Agreement.

Appears in 4 contracts

Samples: Merger Agreement (OAO Severstal), Merger Agreement (Esmark INC), Merger Agreement (OAO Severstal)

Required Vote. The affirmative vote or consent of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock and Company Preferred Stock, voting together as a single class on an as-converted basis (collectively, the “Company Stockholder Approval”), is the only vote required, if any, or consent of the holders of any class or series of capital stock or other Equity Interests of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Merger.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (General Electric Co), Merger Agreement (Clarient, Inc)

Required Vote. The affirmative vote of the holders of shares Shares representing a majority of the voting power of the then-outstanding shares of the Company Common Stock Shares is the only vote required, if anyand to the extent required by applicable Law, of the holders of any class or series of capital stock or other Equity Interests of the Company or any Company Subsidiary to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Quest Diagnostics Inc), Merger Agreement (Celera CORP)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Shareholder Meeting is the only vote required, if any, required of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Shareholder Approval”).

Appears in 3 contracts

Samples: Merger Agreement (Central Vermont Public Service Corp), Merger Agreement (Central Vermont Public Service Corp), Merger Agreement (Central Vermont Public Service Corp)

Required Vote. The affirmative vote of the holders of shares of Common Stock representing a majority of all shares entitled to vote at the voting power of the outstanding shares of the Company Common Stock Shareholders' Meeting is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company required to approve and adopt this Agreement and approve the transactions contemplated herebyMerger. No other vote of the shareholders of the Company is required by law, including the Merger (Restated Articles, the Bylaws of the Company Stockholder Approval”)or otherwise in order for the Company to consummate the Merger.

Appears in 3 contracts

Samples: Merger Agreement (Cameron Ashley Building Products Inc), Merger Agreement (CBP Holdings Inc), Merger Agreement (Citigroup Inc)

Required Vote. The affirmative vote or written consent of the holders of shares Shares representing a majority of, or in the case of the voting power of a written consent, all of, the outstanding shares of the Company Voting Common Stock entitled to vote thereon is the only vote required, if any, required of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including to consummate the Merger (the “Company Stockholder Approval”).

Appears in 3 contracts

Samples: Merger Agreement (Alaska Air Group, Inc.), Merger Agreement (Virgin America Inc.), Merger Agreement (Alaska Air Group, Inc.)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power votes of the all outstanding shares of the Company Common Stock entitled to vote at the Company Shareholder Meeting is the only vote required, if any, required of the holders of any class or series of capital stock or other Equity Interests of the Company or any Company Subsidiary to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Shareholder Approval”).

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (UNS Energy Corp), Merger Agreement (Ch Energy Group Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of outstanding Shares (the outstanding shares of the "Company Common Stock Stockholder Approval") is the only vote required, if any, of the holders of any class or series of the Company's capital stock or other Equity Interests of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Middleby Corp), Merger Agreement (Turbochef Technologies Inc)

Required Vote. The affirmative vote of the holders of shares representing ------------- a majority of the voting power of the outstanding shares of the Company Common Stock Shares is the only vote required, if any, of the holders of any class or series of the Company's capital stock necessary to approve the Merger. No vote of any class or other Equity Interests series of the Company Company's capital stock is necessary to approve and adopt this Agreement and any of the transactions contemplated hereby, including Transactions other than the Merger (the “Company Stockholder Approval”)Merger.

Appears in 2 contracts

Samples: Merger Agreement (Cheap Tickets Inc), Merger Agreement (Cendant Corp)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Merger Agreement (Lilly Eli & Co), Merger Agreement (Imclone Systems Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of outstanding Shares entitled to vote on the outstanding shares of the Company Common Stock Merger is the only vote required, if any, required of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Merger Agreement (Gentek Inc), Merger Agreement (ASP GT Holding Corp.)

Required Vote. The affirmative vote of the holders of shares representing a ------------- majority of the voting power of the outstanding shares of the Company Common Stock Shares is the only vote required, if any, of the holders of any class or series of the Company's capital stock or other Equity Interests of the Company necessary to approve the Merger and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Lee Sara Corp), Merger Agreement (Lee Sara Corp)

Required Vote. The affirmative vote of the holders of shares representing a majority at least two-thirds of the voting power of the Shares outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company necessary under applicable law or otherwise to approve the Merger and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Merger Agreement (Chicago Dock & Canal Trust), Merger Agreement (Chicago Dock & Canal Trust)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the issued and outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock of the Company required by law, rule or other Equity Interests regulation or the certificate of incorporation or the by-laws of the Company to approve and adopt this Agreement Agreement. The Company has agreed with Parent and Purchaser to subject the transactions contemplated herebyadoption of the merger agreement to the Disinterested Stockholder Approval (such approval, including together with the Merger (vote referenced in the preceding sentence, the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Merger Agreement (Dole Food Co Inc), Merger Agreement (Murdock David H)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company necessary to approve the Merger and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Merger Agreement (Gulfside Supply, Inc.), Merger Agreement (Eagle Supply Group Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock Shares is the only vote required, if any, of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company necessary to approve the Merger and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Dmi Furniture Inc), Merger Agreement (Flexsteel Industries Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the issued and outstanding shares of the Company Common Stock entitled to vote hereon is the only vote required, if any, of the holders of any class or series of capital stock of Company required by the DGCL or other Equity Interests the certificate of incorporation or the bylaws of Company to approve and adopt this Agreement and approve the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Merger Agreement (AMH Holdings, Inc.), Merger Agreement (Associated Materials Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power outstanding Shares in favor of the outstanding shares adoption of the Company Common Stock this Agreement is the only vote required, if any, of the holders of any class required to adopt or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and to consummate the transactions contemplated herebyTransactions, including the Merger (the “Company Stockholder Approval”). No other vote of holders of any capital stock or other Equity Interests of the Company is required by Law or otherwise in order for the Company to consummate the Merger and the other Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Concur Technologies Inc), Merger Agreement (Concur Technologies Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock Shares is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests equity interests of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby, hereby (including the Merger (the “Company Stockholder Approval”Merger).

Appears in 2 contracts

Samples: Merger Agreement (Gramercy Property Trust Inc.), Merger Agreement (Chambers Street Properties)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power two-thirds of the outstanding shares of Shares (the Company Common Stock Stockholder Approval”) is the only vote required, if any, of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company necessary to approve and adopt this Agreement and approve the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Merger.

Appears in 2 contracts

Samples: Purchase Agreement (Hospitality Properties Trust), Merger Agreement (Sonesta International Hotels Corp)

Required Vote. The affirmative vote or consent of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock with respect to which votes are entitled to be cast in connection with the approval of this Agreement (the “Company Shareholder Approval”), is the only vote required, if any, or consent of the holders of any class or series of capital stock or other Equity Interests of the Company necessary to approve and adopt this Agreement and or the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dreams Inc), Merger Agreement (Dreams Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Merger Agreement (Complete Genomics Inc), Merger Agreement (Complete Genomics Inc)

Required Vote. The affirmative vote of the holders of shares Shares representing a majority of the voting power of the outstanding shares Shares of the Company Capital Stock entitled to vote thereon (with the shares of Company Preferred Stock being treated as having one vote for each such share, voting together with the holders of Company Common Stock as a single class) is the only vote required, if any, required of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Merger Agreement (Alaska Air Group, Inc.)

Required Vote. The affirmative vote of the holders of shares Shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote thereon (the “Required Vote”) is the only vote required, if any, required of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Merger Agreement (Overhill Farms Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power seventy five percent (75%) of the outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and approve the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Merger Agreement (Buckeye Technologies Inc)

Required Vote. The Both (i) the affirmative vote of the holders of shares representing a majority of the voting power of the issued and outstanding shares of the Company Common Stock is and (ii) the Disinterested Stockholder Approval ((i) and (ii), collectively, the “Company Stockholder Approval”) are the only vote required, if any, of the holders votes of any class or series of capital stock of the Company required by law or other Equity Interests the certificate of incorporation or the bylaws of the Company to approve and adopt this Agreement and approve the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Merger.

Appears in 1 contract

Samples: Merger Agreement (SFX Entertainment, INC)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company Company's securities necessary to approve and adopt this Agreement and the transactions contemplated hereby, including Merger under the Merger (the “Company Stockholder Approval”)DGCL.

Appears in 1 contract

Samples: Merger Agreement (Amscan Holdings Inc)

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Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and approve the transactions contemplated hereby, including the Merger hereby (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Merger Agreement (Sybase Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power outstanding Shares in favor of the outstanding shares adoption of the Company Common Stock this Agreement is the only vote required, if any, of the holders of any class required to adopt or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and to consummate the transactions contemplated herebyTransactions, including the Merger (the “Company Stockholder Approval”). No other vote of holders of any capital stock or other Equity Interests of the Company is required by Law or otherwise in order for the Company or any Company Subsidiary to consummate the Merger and the other Transactions.

Appears in 1 contract

Samples: Merger Agreement (Ariba Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority two-thirds of the voting power of the all outstanding shares of Company Common Shares entitled to vote at the Company Common Stock Shareholder Meeting is the only vote required, if any, required of the holders of any class or series of capital stock or other Equity Interests of the Company or any Company Subsidiary to approve and adopt this Agreement and approve the transactions contemplated hereby, including the Merger (the “Company Stockholder Shareholder Approval”).

Appears in 1 contract

Samples: Merger Agreement (Robbins & Myers, Inc.)

Required Vote. The affirmative vote of the holders of shares representing a majority of the Company Capital Stock voting power of (or acting by written consent) on an as-converted basis as a single class (the outstanding shares of the Company Common Stock “Required Vote”) is the only vote required, if any, or consent of the holders of any class or series of capital stock or other Equity Interests of the Company Capital Stock required under applicable Law, the Company’s Organizational Documents or otherwise, to approve and adopt this Agreement and the Ancillary Agreements, approve the Merger and consummate the Merger and the other transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)hereby and thereby.

Appears in 1 contract

Samples: Merger Agreement (Sorrento Therapeutics, Inc.)

Required Vote. The affirmative vote of the holders of shares representing a ------------- majority of the voting power of the outstanding shares of the Company Common Stock Shares is the only vote required, if any, of the holders of any class or series of the Company's capital stock necessary to approve the Merger. No vote of any class or other Equity Interests series of the Company Company's capital stock is necessary to approve and adopt this Agreement and any of the transactions contemplated hereby, including Transactions other than the Merger (the “Company Stockholder Approval”)Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sage Group PLC)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company Company’s securities necessary to approve and adopt this Agreement and the transactions contemplated hereby, including Merger under the Merger (the “Company Stockholder Approval”)DGCL.

Appears in 1 contract

Samples: Merger Agreement (Party City Corp)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock Stock, voting together or acting by written consent as a class, for the approval of this Agreement, is the only vote required, if any, or action of the holders of any class or series of capital stock or other the Equity Interests of the Company necessary to adopt or approve and adopt this Agreement and the transactions contemplated hereby, including which shall be satisfied in full by the Merger (delivery of the Company Stockholder Approval”)Shareholder Written Consent.

Appears in 1 contract

Samples: Merger Agreement (Perini Corp)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power two-thirds of the outstanding shares of the Company Common Stock Shares is the only vote required, if any, of the holders of any class or series of the Company's capital stock necessary to approve the Merger. No vote of any class or other Equity Interests series of the Company Company's capital stock is necessary to approve and adopt this Agreement and any of the transactions contemplated hereby, including Transactions other than the Merger (the “Company Stockholder Approval”)Merger.

Appears in 1 contract

Samples: Merger Agreement (Cendant Corp)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power two-thirds of the outstanding shares of the Company Bank Common Stock is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company shareholders required to approve and adopt this Agreement and the transactions contemplated hereby, including Merger under the Merger (the “Company Stockholder Approval”)Bank's Constituent Documents or applicable law.

Appears in 1 contract

Samples: Merger Agreement (Carver Bancorp Inc)

Required Vote. The affirmative vote (in person or by proxy) of the holders of shares representing a majority of the voting power outstanding Shares at a Stockholder Meeting, or any adjournment or postponement thereof, in favor of the outstanding shares adoption of this Agreement (the Company Common Stock Stockholder Approval”) is the only vote required, if any, or approval of the holders of any class or series of capital stock or other Equity Interests of the Company or any of the Company Subsidiaries that is necessary to approve and adopt this Agreement and or approve the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Merger.

Appears in 1 contract

Samples: Merger Agreement (Unilens Vision Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock to adopt this Agreement and the Merger (the "Company Shareholder Approval") is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Merger.

Appears in 1 contract

Samples: Merger Agreement (Peco Ii Inc)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock (the "REQUIRED COMPANY SHAREHOLDER VOTE") is the only vote required, if any, of the holders of any class or series of Company capital stock or other Equity Interests of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby, including the principal terms of Merger (the “Company Stockholder Approval”).I.

Appears in 1 contract

Samples: Merger Agreement (Molecular Devices Corp)

Required Vote. The affirmative vote or written consent of the holders of shares representing a majority of the voting power of the outstanding shares of Class A Common and Class L Common, voting together as a single class (the Company Common Stock Stockholder Vote”), is the only vote required, if any, of the holders of any class or series of the Company’s capital stock necessary, whether under applicable law or other Equity Interests of the Company otherwise, to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Merger Agreement (Sealy Corp)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the issued and outstanding shares of the Company Common Stock is the only vote required, if any, of the holders of any class or series of capital stock of the Company required by law, rule or other Equity Interests regulation or the certificate of incorporation or the by­laws of the Company to approve and adopt this Agreement Agreement. The Company has agreed with Parent and Purchaser to subject the transactions contemplated herebyadoption of the merger agreement to the Disinterested Stockholder Approval (such approval, including together with the Merger (vote referenced in the preceding sentence, the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Merger Agreement

Required Vote. The affirmative vote of the holders of shares Company Shares representing a majority of the voting power of the outstanding shares of Company Shares entitled to vote thereon (the “Required Vote”), at the Company Common Stock Stockholder Meeting or any adjournment or postponement thereof with respect to the Merger is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)Merger.

Appears in 1 contract

Samples: Merger Agreement (Intermolecular Inc)

Required Vote. The affirmative vote of the holders of shares representing a simple majority of the voting power of the outstanding shares of the Company Common Stock capital stock of each Seller is the only vote required, if any, of the holders of any class or series of capital stock or other Equity Interests of the Company Sellers’ securities necessary to approve and adopt authorize this Agreement Agreement, the Ancillary Agreements and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Kidville, Inc.)

Required Vote. The affirmative vote of the holders stockholders of shares representing a majority of the voting power two-thirds of the outstanding shares of the Company Common Stock Shares, voting as a single class, is the only vote required, if any, of the holders stockholders of any class or series of the Company’s capital stock or other Equity Interests of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Merger Agreement (Parlex Corp)

Required Vote. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock outstanding on the record date for the Company Shareholders' Meeting (the "Company Required Vote") is the only vote required, if any, of the holders of any class or series of the Company's capital stock or other Equity Interests of necessary to adopt and approve this Agreement, the Company to approve and adopt this Agreement Merger and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”)thereby.

Appears in 1 contract

Samples: Merger Agreement (Titan Corp)

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