SHAREHOLDER AND DIRECTOR VOTE. Each of the Shareholders, in executing the Agreement, consents as a director and/or shareholder (as applicable) of the Company to the Asset Purchase and waives notice of any meeting in connection therewith.
SHAREHOLDER AND DIRECTOR VOTE. Each of Seller and Parent, in executing this Agreement, consents as a shareholder and director of the Companies, as applicable, to the transactions contemplated hereby, waives notice of any meeting in connection therewith, and hereby releases and waives all rights with respect to the transactions contemplated hereby under any agreements relating to the sale, purchase or voting of stock of the Companies and their assets.
SHAREHOLDER AND DIRECTOR VOTE. 35 6.8 Indebtedness........................................................................35 6.9
SHAREHOLDER AND DIRECTOR VOTE. Each of the Sellers, in executing this Agreement, consents as a shareholder of the Target, and each of the Sellers that is a director of the Target, in executing this Agreement, consents as a director of the Target, to the Merger and the transactions contemplated hereby, waives notice of any meeting in connection therewith, agrees that the Stockholders' Agreement dated as of January 16, 1995 by and among the Target and the stockholders of the Target shall be terminated as of the Closing Date and hereby releases and waives all rights he, she or it may have under Article 13 of the NCBCA in connection with the Merger.
SHAREHOLDER AND DIRECTOR VOTE. Each Shareholder, in executing this Agreement, consents as director and shareholder (as applicable) of Paragren, to the Merger and other transactions contemplated hereby, waives notice of any meeting in connection therewith, and hereby releases and waives all rights with respect to the transactions contemplated hereby under any agreements relating to the sale, purchase or voting of stock of Paragren.
SHAREHOLDER AND DIRECTOR VOTE. Each of the Shareholders, in executing this Agreement, consents as a shareholder of the Company, and each of the Taorminas, in executing this Agreement, consents as a director of the Company, to the Merger and the transactions contemplated hereby, and waives notice of any meeting in connection therewith and hereby releases and waives all rights with respect to the transactions contemplated hereby under any agreements relating to the sale, purchase or voting of stock of the Company.
SHAREHOLDER AND DIRECTOR VOTE. Each of the Principals, in executing this Agreement, consents as a director, shareholder, and/or partner (as applicable) of the Acquired Entities to the Mergers and other transactions contemplated hereby, and waives notice of any meeting in connection therewith and hereby release and waive all rights with respect to the transactions contemplated hereby under any agreements relating to the sale, purchase or voting of stock or partnership interests of the Acquired Entities, including without limitation the Shareholders Agreement, dated July 13, 1989, and effective November 2, 1988, by and between Albexx X. Xxxxxxx, Xxchxxx X. Xxxxxxx xxx Faisxx Xxxxx, xxe Buy-Sell Agreement, dated June 22, 1992, by and among Albexx X. Xxxxxxx xxx Michxxx X. Xxxxxxx, xxd the Cross Purchase Agreement by and among Michxxx X. Xxxxxxx, Xxthxxxx X. Xxxxxx xxx Patrxxxx Xxxxxxxxxx.
SHAREHOLDER AND DIRECTOR VOTE. Closing Date Working Capital, Long Term Liabilities and Net Worth.....................47 6.20 Conduct of the Business Following the Closing.........................................47 6.21
SHAREHOLDER AND DIRECTOR VOTE. The Seller, in executing this Agreement, consents as sole shareholder of the Acquired Entity, to the Acquisition and other transactions contemplated hereby.
SHAREHOLDER AND DIRECTOR VOTE. MacManus, in executing this Agreement, consents as the ultimate parent company of Seller and Blue Marble to the Share Exchange and other transactions contemplated hereby, and waive notice of any meeting in connection therewith and hereby release and waives (a) all rights it may possess with respect to the transactions contemplated hereby under any agreements relating to the sale, purchase or voting of stock in Blue Marble, and (b) effective as of the Closing, all rights or options of any kind relating, directly or indirectly, to stock or other equity interests in Blue Marble, subject to the terms of this Agreement.
