Stockholder Approval of the Merger Sample Clauses

Stockholder Approval of the Merger. This Agreement and the Merger ---------------------------------- shall have been approved and adopted by the requisite vote of the stockholders of the Company and the issuance of shares of Parent Common Stock in the Merger shall have been approved by the requisite vote of the stockholders of Parent;
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Stockholder Approval of the Merger. The Merger, the issuance of the BlackRock Consideration and this Agreement shall have been approved and adopted (as applicable) as required by the DGCL and/or the NYSE.
Stockholder Approval of the Merger. The only approval of securityholders of TEI Bio necessary in connection with the Merger or the transactions contemplated hereby is the approval of this Agreement and the Merger by the holders of the majority of the outstanding Common Shares (“Stockholder Approval of the Merger”).
Stockholder Approval of the Merger. TEI Bio shall have delivered to Parent Written Consents constituting Stockholder Approval of the Merger.
Stockholder Approval of the Merger. (a) If approval of the Company Stockholders is required under Delaware Law in order to consummate the Merger other than pursuant to Section 253 of the DGCL, the Company shall establish a record date for, call, give notice of, convene and hold a meeting of the Company Stockholders (the “Company Stockholders’ Meeting”) as promptly as reasonably practicable following the Acceptance Time (or following any “subsequent offering period” provided by Parent and Merger Sub in connection with the Offer, if applicable) for the purpose of voting upon the adoption of this Agreement in accordance with Delaware Law. (b) If approval of the Company Stockholders is required under Delaware Law in order to consummate the Merger other than pursuant to Section 253 of the DGCL, the Company shall prepare in consultation with Parent, and the Company shall file with the SEC, the Proxy Statement for use in connection with the solicitation of proxies from the Company Stockholders in connection with the Merger and the Company Stockholders’ Meeting. Subject to the terms of Section 6.2, the Company shall include in the Proxy Statement the Company Board Recommendation (other than with respect to the Offer). The Company and Parent, as the case may be, shall furnish all information concerning the Company or Parent as the other party hereto may reasonably request in connection with the preparation and filing with the SEC of the Proxy Statement. Subject to all applicable Law, the Company shall use its reasonable best efforts to cause the Proxy Statement to be disseminated to the Company Stockholders as promptly as reasonably practicable following the filing thereof with the SEC. No filing of, or amendment or supplement to, or correspondence with the SEC or its staff with respect to the Proxy Statement shall be made by the Company without providing Parent a reasonable opportunity to review and comment thereon. The Company shall advise Parent, reasonably promptly after it receives notice thereof, of any request by the SEC or its staff for an amendment or revisions to the Proxy Statement, or comments thereon and responses thereto, or requests by the SEC or its staff for additional information in connection therewith. If at any time prior to the Company Stockholders’ Meeting, any information relating to the Company or Parent, or any of their respective directors, officers or Affiliates, should be discovered by the Company or Parent which should be set forth in an amendment or supplement to the Pr...
Stockholder Approval of the Merger. Each of the Principal Stockholders shall vote in favor of the Contemplated Transactions, the Merger and adoption of the Merger Agreement.
Stockholder Approval of the Merger. On or prior to the Closing Date, the Company shall, in accordance with the Company’s Organizational Documents and the applicable requirements of the DGCL, use its best efforts to obtain and deliver to Alarm a Written Consent of its Stockholders, in substantially the form attached hereto as Exhibit H (the “Stockholder Consent”). In soliciting such written consent, the Company’s Board of Directors shall recommend that the stockholders approve this Agreement, the Merger and related matters in accordance with the DGCL and the Company’s Organizational Documents. At the time the Company solicits the Stockholder Consent, the Company shall distribute to each stockholder of the Company a notice pursuant to Section 262 of the DGCL of appraisal rights as required by the DGCL. The Company shall also prepare and deliver a written notice pursuant to Section 228(e) of the DGCL notifying any holder of capital stock who did not sign the Stockholder Consent of the actions taken by such Stockholder Consent.
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Stockholder Approval of the Merger. TEI Med shall have delivered to Parent Written Consents constituting Stockholder Approval of the Merger.
Stockholder Approval of the Merger. If approval of the Company Stockholders is required under Delaware Law in order to consummate the Merger other than pursuant to Section 253 of the DGCL, the Company shall establish a record date for, call, give notice of, convene and hold a meeting of the Company Stockholders (the “Company Stockholders’ Meeting”) as promptly as reasonably practicable following the Acceptance Time (or following any “subsequent offering period” provided by Parent and Merger Sub in connection with the Offer, if applicable) for the purpose of voting upon the adoption of this Agreement in accordance with Delaware Law.

Related to Stockholder Approval of the Merger

  • Requisite Stockholder Approval The Requisite Stockholder Approval shall have been obtained.

  • Stockholder Approval The Company Stockholder Approval shall have been obtained.

  • Company Stockholder Approval The Company Stockholder Approval shall have been obtained.

  • Company Shareholder Approval The Company Shareholder Approval shall have been obtained.

  • Stockholder Approvals Each of the Company Stockholder Approval and the Parent Stockholder Approval shall have been obtained.

  • Parent Stockholder Approval The Parent Stockholder Approval shall have been obtained.

  • Shareholder Approvals (a) Each of Peoples and Limestone shall take all action necessary in accordance with applicable law and their respective organizational documents to duly call, give notice of, convene and, as soon as practicable after the Registration Statement is declared effective, hold a meeting of its shareholders and, except as otherwise provided herein, use its reasonable best efforts to take such other actions necessary to obtain the relevant shareholder approvals, in each case as promptly as practicable for the purpose of obtaining the Requisite Peoples Vote and the Requisite Limestone Vote. Each party shall cooperate and keep the other party informed on a current basis regarding its solicitation efforts and voting results following the dissemination of the Joint Proxy Statement/Prospectus to the shareholders of each party. Each member of the Limestone Board shall have executed and delivered to Peoples a Support Agreement concurrently with the execution of this Agreement. (b) Except in the case of an Acceptance of Superior Proposal permitted by Section 6.06, Limestone shall solicit, and use its reasonable best efforts to obtain, the Requisite Limestone Vote at the Limestone Meeting. Subject to Section 6.06(d), Limestone shall (i) through the Limestone Board, recommend to its shareholders adoption of this Agreement (the “Limestone Recommendation”), and (ii) include such recommendation in the Joint Proxy Statement/Prospectus. Limestone hereby acknowledges its obligation to submit this Agreement to its shareholders at the Limestone Meeting as provided in this Section 6.02. If requested by Peoples, Limestone will engage a proxy solicitor, reasonably acceptable to Peoples, to assist in the solicitation of proxies from shareholders relating to the Requisite Limestone Vote. (c) Peoples shall solicit, and use its reasonable best efforts to obtain, the Requisite Peoples Vote at the Peoples Meeting. Peoples shall (i) through the Peoples Board, recommend to its shareholders adoption of this Agreement and the transactions contemplated herein by the shareholders of Peoples and any other matters required to be approved by Peoples’ shareholders for consummation of the Merger and the transactions contemplated herein, as required by this Section 6.01(c) (the “Peoples Recommendation”), and (ii) include such recommendation in the Joint Proxy Statement/Prospectus. The Peoples Board shall at all times prior to and during the Peoples Meeting recommend the approval and adoption of this Agreement and the transactions contemplated herein by the shareholders of Peoples and any other matters required to be approved by Peoples’ shareholders for consummation of the Merger and the transactions contemplated herein and shall not withhold, withdraw, amend, modify, change or qualify such recommendation in a manner adverse in any respect to the interests of Limestone or take any other action or make any other public statement inconsistent with such recommendation.

  • Shareholder Approval The Company Shareholder Approval shall have been obtained.

  • No Shareholder Approval Seller hereby agrees that from the Closing Date ----------------------- until the issuance of Common Stock upon the conversion of the Debentures, Seller will not take any action which would require Seller to seek shareholder approval of such issuance.

  • Stockholder Vote In connection with any vote of the holders of the Company’s common stock issued in the Initial Public Offering (such stockholders, the “Public Stockholders”) regarding a Business Combination, the Company shall provide to the Trustee an affidavit or certificate of a firm regularly engaged in the business of soliciting proxies and tabulating stockholder votes verifying the vote of the Public Stockholders regarding such Business Combination.

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