Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Careerbuilder Inc), Agreement and Plan of Merger (Oratec Interventions Inc), Agreement and Plan of Merger (Exogen Inc)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the requisite affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by in accordance with the DGCL and the Company Chartergoverning documents of the Company.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Brands Holdings LTD), Agreement and Plan of Merger (Everlast Worldwide Inc), Agreement and Plan of Merger (Horowitz Seth)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterCompany's Charter Document and Governing Documents.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Adc Telecommunications Inc), Agreement and Plan of Merger (Centigram Communications Corp), Agreement and Plan of Merger (Unitedhealth Group Inc)
Stockholder Approval. This If and to the extent required by the DGCL and the Certificate of Incorporation of the Company, this Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.Company;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Stmicroelectronics Nv), Agreement and Plan of Merger (Genesis Microchip Inc /De), Agreement and Plan of Merger (Genesis Microchip Inc /De)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the affirmative vote of the stockholders holders of the requisite number of shares of capital stock of Company (unless the if such vote is required pursuant to Company's certificate of stockholders is not required under the DGCL) as required by incorporation, the DGCL and the Company Charteror other applicable law.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Elekta AB), Agreement and Plan of Merger (Louisiana Pacific Corp), Agreement and Plan of Merger (Abt Building Products Corp)
Stockholder Approval. This If and to the extent required by the DGCL and the Certificate of Incorporation of the Company, this Agreement (including and the Merger) Transactions shall have been adopted and approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.Law;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Comtech Telecommunications Corp /De/), Agreement and Plan of Merger (Radyne Corp), Agreement and Plan of Merger (Comtech Telecommunications Corp /De/)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the affirmative requisite vote of the stockholders holders of the Company (unless the vote of stockholders is not required under the DGCL) as Shares, if required by the DGCL and DGCL, in order to consummate the Company Charter.Merger;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Aydin Corp), Agreement and Plan of Merger (Aydin Corp), Agreement and Plan of Merger (L 3 Communications Corp)
Stockholder Approval. This Unless the Merger is consummated pursuant to Section 253 of the DGCL, this Agreement (including the Merger) shall will have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charterrequisite vote in accordance with applicable law.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Republic Engineered Steels Inc), Agreement and Plan of Merger (Res Acquisition Corp), Agreement and Plan of Merger (Republic Engineered Steels Inc)
Stockholder Approval. This If required, this Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterCertificate of Incorporation of the Company.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Ikos Systems Inc), Agreement and Plan of Merger and Reorganization (Mentor Graphics Corp), Agreement and Plan of Merger and Reorganization (Mentor Graphics Corp)
Stockholder Approval. This Agreement (including the Merger) shall will have been approved and duly adopted by the affirmative requisite vote of the stockholders of the Company (unless at the vote of stockholders is not required under Special Meeting, in accordance with the DGCL) as required by , the DGCL Company Charter and the Company CharterCompany's Bylaws.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Liberty Satellite & Technology Inc), Agreement and Plan of Merger (On Command Corp), Agreement and Plan of Merger (Liberty Satellite & Technology Inc)
Stockholder Approval. This Agreement (including the Merger) shall have been adopted and the Merger thereby approved and adopted by the affirmative requisite vote of the stockholders holders of the Company (unless Shares, to the vote extent required pursuant to the requirements of stockholders is not required under the certificate of incorporation and the DGCL) as required by the DGCL and the Company Charter.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Covidien PLC), Agreement and Plan of Merger (Covidien Group S.a.r.l.), Agreement and Plan of Merger (Vnus Medical Technologies Inc)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative requisite vote of (i) the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by in accordance with the DGCL and the Company CharterCertificate of Incorporation and By-laws of the Company, and (ii) the shareholders of Parent as may be required by law and by any applicable provisions of its Articles of Incorporation and Bylaws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Noodle Kidoodle Inc), Agreement and Plan of Merger (Zany Brainy Inc)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of the stockholders is not required under by the DGCL) as required by under the DGCL Company's Certificate of Incorporation or Bylaws and the Company CharterDGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aon Corp), Agreement and Plan of Merger (Asi Solutions Inc)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted -------------------- by the affirmative vote of the stockholders holders of the requisite number of shares of capital stock of Company (unless the if such vote is required pursuant to Company's certificate of stockholders is not required under the DGCL) as required by incorporation, the DGCL and the Company Charteror other applicable law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sterling Software Inc), Agreement and Plan of Merger (Interlink Computer Sciences Inc)
Stockholder Approval. This Agreement (including Agreement, the Merger) shall Merger and the Transactions will have been approved and adopted by (i) Stockholders constituting the affirmative vote Requisite Stockholder Approval and (ii) no less than 90% of the stockholders voting power of the Company (unless the vote of stockholders is not required under Stockholders in accordance with the DGCL) as required by the DGCL and the Company Charter.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Imation Corp), Agreement and Plan of Merger (Imation Corp)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (under the DGCL unless the vote of stockholders is such approval shall not be required under the DGCL) as required by the DGCL and the Company Charter.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kash N Karry Food Stores Inc), Agreement and Plan of Merger (Food Lion Inc)
Stockholder Approval. This The Merger and this Agreement (including the Merger) shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless Company, to the vote of stockholders is not required under the DGCL) as extent required by the DGCL Certificate of Incorporation, the Bylaws of the Company, and the Company Charter.DGCL; provided, however, that no party to this Agreement may invoke this condition if such party has not complied with its obligations under Sections 1.9 and 1.10 of this Agreement;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gulfside Supply, Inc.), Agreement and Plan of Merger (Eagle Supply Group Inc)
Stockholder Approval. This Agreement (including If and to the Merger) extent required by the DGCL, this Agreement, the Merger and the other transactions contemplated hereby shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.Company;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Heller Financial Inc), Agreement and Plan of Merger (General Electric Capital Corp)
Stockholder Approval. This If required by the DGCL, this Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterStockholder Vote.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gaylord Container Corp /De/), Agreement and Plan of Merger (Temple Inland Inc)
Stockholder Approval. This Agreement (including If and to the Merger) extent required by the DGCL, this Agreement, the Merger and the other Transactions shall have been approved and adopted by the affirmative vote of the stockholders holders of at least a majority of the outstanding shares of Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.Capital Stock;
Appears in 2 contracts
Samples: Transaction Agreement (Online Resources Corp), Transaction Agreement (Aci Worldwide, Inc.)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and duly adopted by the affirmative requisite vote of the stockholders of the Company (unless at the vote of stockholders is not required under Special Meeting, in accordance with the DGCL) as required by , the DGCL Company Charter and the Company CharterCompany's Bylaws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tele Communications Inc /Co/), Agreement and Plan of Merger (Tele Communications International Inc)
Stockholder Approval. This Agreement (including If and to the Merger) extent required by the DGCL, this Agreement, the Merger and the other Transactions shall have been approved and adopted by the affirmative vote of the stockholders of the Required Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterStockholder Vote.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hawk Corp), Agreement and Plan of Merger (Carlisle Companies Inc)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCLif any) as required by the DGCL Company's Certificate of Incorporation and the Company CharterDGCL; provided, however, that this condition shall not apply in respect of the Initial Purchase.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Siemens Aktiengesellschaft), Agreement and Plan of Merger (Entex Information Services Inc)
Stockholder Approval. This The Merger and this Agreement (including the Merger) shall have been approved and adopted by the affirmative requisite vote of the stockholders holders of the shares of Company (unless Capital Stock, to the vote extent required pursuant to the requirements of stockholders is not required under the certificate of incorporation and the DGCL) as required by the DGCL and the Company Charter.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bioenvision Inc), Agreement and Plan of Merger (Genzyme Corp)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Verio Inc), Agreement and Plan of Merger (Nippon Telegraph & Telephone Corp)
Stockholder Approval. This The Merger and this Agreement (including the Merger) shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless Company, to the vote of stockholders is not required under the DGCL) as extent required by the DGCL Certificate of Incorporation, the Bylaws of the Company, and the Company Charter.DGCL; provided, however, that no party to this Agreement may invoke this condition if such party has not complied with its obligations under Section 7.10 of this Agreement in any material respect;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mobius Management Systems Inc), Agreement and Plan of Merger (Mobius Management Systems Inc)
Stockholder Approval. This If and to the extent required by the DGCL and the Certificate of Incorporation of the Company, this Agreement (including the Merger) shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.Company;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Intermagnetics General Corp), Agreement and Plan of Merger (Invivo Corp)
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless to the vote of stockholders is not required under the DGCL) as extent required by the DGCL and the Company CharterDGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Esperion Therapeutics Inc/Mi), Agreement and Plan of Merger (Pfizer Inc)
Stockholder Approval. This If required by the DGCL, this Agreement (including the Merger) shall have been approved and adopted by the affirmative vote or consent of the stockholders of the Company (unless by the requisite vote of stockholders is not required under the DGCL) as required by in accordance with the DGCL and the Company CharterCompany's Certificate of Incorporation.
Appears in 2 contracts
Samples: Agreement and Plan (Emersub Lxxiv Inc), Agreement and Plan of Merger (Daniel Industries Inc)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative requisite vote or consent of the stockholders of the Company (unless to the vote of stockholders is not required under the DGCL) as extent required by the DGCL and the Company CharterDGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Opto Circuits (India) LTD), Agreement and Plan of Merger (Criticare Systems Inc /De/)
Stockholder Approval. This If required by the DGCL, this Agreement (including and -------------------- the Merger) Merger shall have been approved and adopted by the affirmative vote or consent of the stockholders of the Company (unless to the vote of stockholders is not required under the DGCL) as extent required by the DGCL and the Company CharterCertificate of Incorporation of the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kaplan Inc), Agreement and Plan of Merger (Kaplan Inc)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the requisite affirmative written consent or vote of the stockholders of the Company (unless to the vote of stockholders is not required under the DGCL) as extent required by the DGCL and the Company Chartercharter and bylaws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Royal Precision Inc), Agreement and Plan of Merger (Royal Precision Inc)
Stockholder Approval. This If required by the DGCL, this Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterStock holder Vote.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Temple Inland Inc), Agreement and Plan of Merger (Gaylord Container Corp /De/)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been -------------------- approved and adopted by the affirmative vote of the requisite number of stockholders of Company, and in the Company (unless the vote manner, as shall be required pursuant to Company's certificate of stockholders is not required under the DGCL) as required by incorporation, by-laws, the DGCL and other applicable law, and the Company Charterrules of the NYSE.
Appears in 1 contract
Stockholder Approval. This If required by the DGCL, this Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless in accordance with applicable provisions of the vote Company's Certificate of stockholders is not required under Incorporation and the DGCL) as required by the DGCL and the Company Charter.;
Appears in 1 contract
Stockholder Approval. This Agreement (including and the Merger) Merger shall have -------------------- been approved and adopted authorized by the affirmative requisite vote of the stockholders Stockholders of (i) the Company (unless the vote of stockholders is not required under the DGCL) as required by in accordance with the DGCL and the Charter and by-laws of the Company Charter.and (ii) EAC in accordance with the DGCL and the Charter and by-laws of EAC;
Appears in 1 contract
Stockholder Approval. This Agreement (including Agreement, the Merger) shall Merger and the other transactions contemplated hereby shall, in accordance with the DGCL and Company’s Organizational Documents, have been approved and adopted by the affirmative vote of Stockholders holding Company Capital Stock representing the stockholders requisite number of Company Capital Stock necessary to approve this Agreement, the Company (unless Merger and the vote of stockholders is not required other transactions contemplated hereby under the DGCL) as required by the DGCL and Company’s Organizational Documents, including the Company Charteraffirmative vote of the Requisite Stockholders.
Appears in 1 contract
Stockholder Approval. This Agreement (including and the Merger) Merger and the other transactions contemplated hereby shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless and by the requisite vote of the stockholders of Parent, to the extent, in each case, that stockholder approval is not required under the DGCL) as required DGCL or by the DGCL and the Company CharterNasdaq.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Intuitive Surgical Inc)
Stockholder Approval. This Agreement (including and the Merger) Merger shall -------------------- have been approved and adopted by the affirmative vote of the requisite number of stockholders of the Company (unless Company, and in the vote manner as shall be required pursuant to the Company's certificate of stockholders is not required under incorporation, by-laws and the DGCL) as required by the DGCL and the Company Charter.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chartwell Leisure Inc)
Stockholder Approval. This Agreement (including If and to the Merger) extent required by the DGCL, this Agreement, the Merger and the other Transactions shall have been approved and adopted by the affirmative vote of the stockholders holders of at least a majority of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.outstanding Shares;
Appears in 1 contract
Stockholder Approval. This Agreement (including and the Merger) Merger contemplated hereby shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless the vote of stockholders is not required under Stockholders pursuant to the DGCL) as required by the DGCL and the Company Charter.
Appears in 1 contract
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been duly approved and adopted by the an affirmative vote or written consent of the stockholders of Stockholders to the Company (unless extent, and only to the vote of stockholders is not required under the DGCL) as extent, required by the DGCL and the Company CharterNRS or Panatech's Articles of Incorporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Panatech Research & Development Corp)
Stockholder Approval. This Agreement (including and the Merger) Merger and the transactions contemplated hereby shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless in accordance with the vote terms of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterCompany’s Certificate of Incorporation and by-laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Investment Technology Group Inc)
Stockholder Approval. This Agreement (including and the Merger) Transactions contemplated hereby shall have been approved and adopted by the requisite affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by in accordance with the DGCL and the Company Charter("Stockholder Approval").
Appears in 1 contract
Stockholder Approval. This Agreement Either (including i) the Merger) Company shall have been approved obtained the Requisite Vote to approve this Agreement and adopted the transactions contemplated hereby to be performed by the affirmative vote Company in accordance with applicable law and the Certificate of Incorporation of the Company, or (ii) the Merger can be consummated without a meeting of stockholders in accordance with Section 253 of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Clark Dick Productions Inc)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative vote Requisite Stockholder Vote in accordance with the DGCL, this Agreement and the Certificate of the stockholders Incorporation and Bylaws of the Company (unless at the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterSpecial Meeting.
Appears in 1 contract
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative requisite vote of the stockholders holders of the Company (unless the vote shares of stockholders is not required under the DGCL) as required by Common Stock in accordance with the DGCL and (the Company Charter“Stockholder Approval”).
Appears in 1 contract
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the requisite affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by Stockholders in accordance with the DGCL and the Company CharterCompany’s Certificate of Incorporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cinco Resources, Inc.)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have -------------------- been approved and adopted by the affirmative vote or consent of the stockholders of the Company (unless to the vote of stockholders is not required under the DGCL) as extent required by the DGCL and the Company CharterCertificate of Incorporation of the Company.
Appears in 1 contract
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been duly adopted and approved and adopted by the affirmative requisite vote of the stockholders holders of the Company (unless the vote shares of stockholders is not required under the DGCL) as required by Common Stock in accordance with the DGCL and (the Company Charter“Stockholder Approval”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (APP Pharmaceuticals, Inc.)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative vote or consent of the stockholders holders of a majority of the outstanding shares of Common Stock of the Company (unless the vote of stockholders is not required under the DGCL) as required by in accordance with the DGCL and the Company CharterCertificate of Incorporation of the Company.
Appears in 1 contract
Stockholder Approval. This Agreement (including the Merger) shall have been approved and adopted by the requisite affirmative vote of the stockholders of the Company (unless in accordance with the vote Company's Certificate of stockholders is not required under Incorporation, as amended, and the DGCL) as required by the DGCL and the Company Charter.
Appears in 1 contract
Samples: Agreement and Plan of Merger (General Bearing Corp)
Stockholder Approval. This If and to the extent required by the DGCL and the Company Certificate and Company Bylaws, this Agreement (including the Merger) shall have been approved and duly adopted by the affirmative vote of the stockholders of the Company (unless the in accordance with applicable Law; provided that Parent and Merger Sub shall, and shall cause any of their Affiliates to, vote all shares of stockholders is not required under the DGCL) as required Company Common Stock held by the DGCL and the Company Charterthem in favor of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Herley Industries Inc /New)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have -------------------- been approved and adopted by the affirmative vote votes of at least such percentage of the stockholders Company's outstanding shares of the Company capital stock (unless the vote of stockholders is not required under the DGCLincluding any class vote) as is required by the DGCL and by the Company CharterCompany's Certificate of Incorporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Integrated Circuit Systems Inc)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the requisite affirmative vote of the stockholders of the Company (unless the vote of stockholders is not required under Stockholders in accordance with the DGCL) as required by the DGCL and the Company Charter.;
Appears in 1 contract
Stockholder Approval. This Agreement (including and the Merger) Merger and the transactions contemplated hereby shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless in accordance with the vote terms of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterCertificate of Incorporation and Bylaws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Acorda Therapeutics Inc)
Stockholder Approval. This Agreement (including the Merger) shall -------------------- have been approved and adopted by the affirmative vote of the stockholders Stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company Charter.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Panchos Mexican Buffet Inc /De)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been duly approved and adopted adopted, by the affirmative requisite vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterCharter Documents, by the stockholders of Company and by the requisite vote under the DGCL and the Parent Charter Documents, by the stockholders of Parent.
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Access Technologies Inc)
Stockholder Approval. This Agreement (including the Merger) shall have been adopted and the Merger shall have been duly approved and adopted by the affirmative requisite vote under the DGCL and the Company Restated Certificate by the stockholders of the Company, and each of the stockholders of the Company (unless the vote shall have waived its appraisal rights, if any, under Section 262 of stockholders is not required under the DGCL) as required by the DGCL and in an instrument satisfactory to both the Company Charterand Parent and their respective counsel.
Appears in 1 contract
Samples: Agreement and Plan of Merger (R&r Acquisition Vi, Inc)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative requisite vote of the stockholders of the Company (unless the vote of stockholders is not required under the DGCL) as required by the DGCL and the Company CharterPartner Voting Proposal shall have been approved by the requisite vote of the stockholders of Partner as required by the DGCL and the New York Stock Exchange.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Basin Exploration Inc)
Stockholder Approval. This Agreement (not including the Mergerexhibits and schedules hereto) and the Merger shall have been approved and adopted by the affirmative required vote of the stockholders of the Company (unless the vote of stockholders is not required under Stockholders pursuant to Company's charter documents and the DGCL) as required by the DGCL and the Company Charter.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Systems & Computer Technology Corp)
Stockholder Approval. This Agreement (including and the Merger) Merger shall have been approved and adopted by the affirmative vote of the stockholders of the Required Company (unless the vote of stockholders is not required under Stockholder Vote in accordance with the DGCL) as required by the DGCL and the Company Charter.
Appears in 1 contract
Stockholder Approval. This If required by applicable law, this -------------------- Agreement (and the Transactions, including the Merger) , shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless to the vote of stockholders is not required under the DGCL) as extent required by the DGCL and the Company CharterCertificate of Incorporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Impac Group Inc /De/)
Stockholder Approval. This Agreement (including the Merger) shall have been approved duly adopted, and adopted the Merger shall have been duly approved, by the affirmative requisite vote of the Company’s stockholders of at the Company (unless the vote of stockholders is not required under the DGCL) Stockholders’ Meeting, as required by the DGCL DGCL, the Certificate of Incorporation and the Company CharterBy-Laws.
Appears in 1 contract
Stockholder Approval. This If required by applicable law, this Agreement (and the Transactions, including the Merger) , shall have been approved and adopted by the affirmative vote of the stockholders of the Company (unless to the vote of stockholders is not required under the DGCL) as extent required by the DGCL and the Company CharterCertificate of Incorporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Physicians Specialty Corp)
