Common use of Vote Required Clause in Contracts

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Express Scripts Holding Co.), Agreement and Plan of Merger

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Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled and Company Convertible Preferred Stock (voting together with the Company Common Stock on an as converted basis) to vote thereon in favor of the adoption of adopt this Agreement (the “Required "Company Vote”Stockholder Approval") is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt this Agreementconsummate the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pfizer Inc), Agreement and Plan of Merger (Pharmacia Corp /De/)

Vote Required. The affirmative vote of the holders of not less than a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of shares of stock of the Company’s capital stock Company necessary to adopt this AgreementAgreement and approve the Merger and the other transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (American Realty Capital Trust, Inc.), Agreement and Plan of Merger (Realty Income Corp)

Vote Required. The affirmative vote of the holders of not less than a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of shares of stock of the Company’s capital stock Company necessary to adopt this Agreementapprove the Sale and the other Contemplated Transactions.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Epr Properties), Purchase and Sale Agreement (CNL Lifestyle Properties Inc)

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

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Paradyne Networks Inc), Agreement and Plan of Merger (Zhone Technologies Inc)

Vote Required. The affirmative vote approval of this Agreement by the holders of at least a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required "Company Vote”Stockholders' Approval") is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary of the Company required to adopt approve this Agreement, the Merger and the other transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Meridian Resource Corp), Agreement and Plan of Merger (Cairn Energy Usa Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent 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 AgreementAgreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ecost Com Inc), Agreement and Plan of Merger (Pfsweb Inc)

Vote Required. The affirmative vote of the holders of not less than a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of shares of stock of the Company’s capital stock Company necessary to adopt this AgreementAgreement and approve the Company Merger and the other transactions contemplated hereby (other than the Partnership Approval, which has already been obtained).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Extra Space Storage Inc.), Agreement and Plan of Merger (SmartStop Self Storage, Inc.)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled (the “Required Company Stockholders”) to vote thereon in favor of the adoption of approve this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company necessary to adopt approve this Agreement, and to consummate the Transactions, including the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Medistem Inc.), Agreement and Plan of Merger (Intrexon Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of adopt this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to approve and adopt this AgreementAgreement and the transactions contemplated hereby (including the Merger).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (New Motion, Inc.), Agreement and Plan of Merger (Traffix Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of adopt this Agreement and approve the Merger (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock of the Company necessary to adopt this AgreementAgreement and approve the Merger and the other transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Florida Public Utilities Co), Agreement and Plan of Merger (Chesapeake Utilities Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock or other Equity Securities of the Company necessary to adopt approve this AgreementAgreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sorrento Networks Corp), Agreement and Plan of Merger (Zhone Technologies Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of outstanding on the adoption of this Agreement record date for the Company Stockholders’ Meeting (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this AgreementAgreement and otherwise approve and consummate the Merger and the other transactions contemplated by this Agreement as set forth herein.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (APA Corp), Agreement and Plan of Merger (Callon Petroleum Co)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement and approval of the Transactions (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary for the Company to adopt this AgreementAgreement and approve the Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Clark Holdings Inc.), Agreement and Plan of Merger (Novell Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting in favor of the adoption of this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series Securities of the Company’s capital stock necessary Company that is required to adopt authorize this Agreement or to consummate the Merger and the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (K2m Group Holdings, Inc.), Agreement and Plan of Merger (Entellus Medical Inc)

Vote Required. The affirmative vote of the holders of a simple majority of the outstanding shares of Company Common Stock entitled to vote thereon present in favor person or by proxy at a meeting of the adoption of this Agreement (the “Required Company Vote”) Company's stockholders duly convened is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt this Agreementapprove the Transactions. No separate vote of any class or series of the Company's capital stock is necessary to approve the Transactions.

Appears in 2 contracts

Samples: Common Stock and Warrant Purchase Agreement (Ista Pharmaceuticals Inc), Common Stock and Warrant Purchase Agreement (Ista Pharmaceuticals Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor accordance with the DGCL and the Company’s Certificate of the adoption of this Agreement Incorporation and Bylaws (the “Required Company VoteStockholders’ Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to approve and adopt this AgreementAgreement and approve the Merger and the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (Cover All Technologies Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon outstanding on the record date for the Company Stockholders’ Meeting in favor of the adoption of adopting this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock stock, or any holders of any other securities of the Company, necessary to adopt this AgreementAgreement and approve the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Emerson Electric Co), Agreement and Plan of Merger (National Instruments Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of outstanding on the adoption of this Agreement record date set for the Company Stockholders Meeting (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock Common Stock necessary to adopt approve the Mergers, this Agreement, each Company Ancillary Agreement and the transactions and actions contemplated thereby and hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Authorize.Net Holdings, Inc.), Agreement and Plan of Reorganization (Cybersource Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent vote, 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 adopt approve this Agreement, the Ancillary Agreements, the Merger and the other transactions contemplated hereby and thereby (the "Requisite Stockholder Approval").

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Harrahs Entertainment Inc), Agreement and Plan of Merger (JCC Holding Co)

Vote Required. The affirmative vote of the holders of not less than a majority of the all outstanding shares of Company Common Stock entitled to vote thereon in favor of to approve the adoption of this Agreement REIT Merger (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s shares of capital stock necessary of the Company required to adopt this Agreement and approve the Mergers and the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Necessity Retail REIT, Inc.), Agreement and Plan of Merger (Global Net Lease, Inc.)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to is the only vote thereon in favor of the adoption of Company’s shareholders necessary (under applicable Law or otherwise), to approve this Agreement (the “Required Company VoteShareholder Approval) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this Agreement).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Rent a Center Inc De), Agreement and Plan of Merger (Rent Way Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon outstanding on the record date set for the Company Stockholders Meeting in favor of the adoption of this Agreement and the transactions contemplated hereby (the “Required Company VoteRequisite Stockholder Approval”) is the only vote or consent of the holders of any class or series of the Company Capital Stock necessary to approve this Agreement and the transactions contemplated hereby under applicable Law and the Certificate of Incorporation and Bylaws of the Company’s capital stock necessary to adopt this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cash Systems Inc), Agreement and Plan of Merger (Global Cash Access Holdings, Inc.)

Vote Required. The affirmative vote of the holders of a majority not less than two-thirds (2/3) of the all outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s shares of capital stock of the Company necessary to adopt this AgreementAgreement and approve the Merger and the other transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Nationwide Health Properties Inc), Agreement and Plan of Merger (Ventas Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of adopt this Agreement and approve the Merger (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt this AgreementAgreement and approve the Merger and the other transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Procter & Gamble Co), Agreement and Plan of Merger (Gillette Co)

Vote Required. The affirmative vote votes of the holders of a the majority of the outstanding shares voting power of the Company Common Stock entitled to vote thereon in favor of the adoption of adopt and approve this Agreement (the “Required "Company Vote”Shareholder Approval") is are the only vote or consent votes of the holders of any class or series of the Company’s 's capital stock necessary to adopt this Agreementconsummate the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Enstar Group Inc), Agreement and Plan of Merger (Castlewood Holdings LTD)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon outstanding on the record date set for the Company Stockholders Meeting in favor of the adoption of this Agreement (the “Required Company VoteRequisite Stockholder Approval”) is the only vote or consent of the holders of any class or series of Company’s Capital Stock necessary to approve this Agreement and the transactions contemplated hereby under applicable law and the Certificate of Incorporation and Bylaws of the Company’s capital stock necessary to adopt this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Plumtree Software Inc), Agreement and Plan of Merger (Bea Systems Inc)

Vote Required. The affirmative vote of the holders of outstanding Company Common Stock representing at least a majority of all the outstanding shares votes entitled to be cast thereupon by holders of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteRequisite Stockholder Approval”) is the only vote or consent of holders of securities of the holders of any class or series of the Company’s capital stock Company that is necessary to adopt this AgreementAgreement or approve the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (IPC Healthcare, Inc.), Agreement and Plan of Merger (Team Health Holdings Inc.)

Vote Required. The affirmative vote on the approval of this Agreement of the holders of a majority of the Company Shares outstanding shares on the record date for the meeting of Company Common Stock entitled to vote thereon in favor shareholders of the adoption of this Agreement Company described in Section 7.1 (the “Required Company Shareholder Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt approve this AgreementAgreement or approve the Merger or otherwise in connection with any Transaction.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Microsemi Corp), Agreement and Plan of Merger (Actel Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the approval and adoption of this Agreement Agreement, the Merger and the other Transactions (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this AgreementAgreement and approve the Merger and the other Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Us Home Systems Inc), Agreement and Plan of Merger (Micrus Endovascular Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock or other Equity Securities of the Company necessary to adopt this AgreementAgreement and the transactions contemplated hereby, including the Merger (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (MobileBits Holdings Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Stockholders’ Meeting in favor of the adoption of this Agreement (the “Required Company VoteRequisite Stockholder Approval”) is the only vote or consent of the holders of any class Equity Interests in the Company that is required to authorize this Agreement or series of to consummate the Company’s capital stock necessary to adopt transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Costar Group, Inc.)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of the Company Common Stock entitled to vote thereon in favor of the upon adoption of this Agreement at the applicable stockholders' meeting to adopt this Agreement (the "Required Company Vote") is constitutes the only action or vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to approve and adopt this AgreementAgreement and to consummate the Merger and the other transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hancock John Financial Services Inc)

Vote Required. The affirmative vote of the holders of a majority more than 66-2/3 % of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of approve this Agreement (the “Required Company Vote”"REQUIRED COMPANY VOTE") is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt this consummate the transactions contemplated hereby and by the Option Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Trigon Healthcare Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this AgreementAgreement and approve the transactions contemplated hereby, including the Merger, in accordance with applicable Law and the Company Organizational Documents.

Appears in 1 contract

Samples: Agreement and Plan of Merger (E-Z-Em, Inc.)

Vote Required. The affirmative vote of the holders of a majority two-thirds of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock shareholders necessary (under applicable law or otherwise), to adopt approve this Agreement, and the transactions contemplated by this Agreement, including the Merger (the “Company Shareholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dave & Busters Inc)

Vote Required. The affirmative vote of the holders of at ------------- least a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to approve the Merger or adopt this AgreementAgreement (the "Company Stockholder Approval") and no other vote of any class or series of the Company's capital stock is necessary to adopt or approve this Agreement or approve any of the Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mediaplex Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock outstanding and entitled to vote thereon in favor of on the adoption of this Agreement shall be required for the stockholders of the Company to adopt this Agreement (the “Required Company VoteStockholder Approval) is the only ). No other vote or consent of the holders of any class or series of the Company’s capital stock of the Company or any Company Subsidiary is necessary to adopt this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Prospect Medical Holdings Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt approve this AgreementAgreement and the transactions contemplated hereby and is only necessary in the event that the number of shares of the Company Common Stock tendered pursuant to the Offer represents less than 90% of the issued and outstanding shares of the Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (U S Laboratories Inc)

Vote Required. The affirmative vote of the holders approval of a majority of the outstanding shares of Company Common Stock entitled to is the only vote thereon in favor of the adoption stockholders of the Company required to adopt this Agreement and approve the Merger (the “Required Company VoteStockholder Consent) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this Agreement).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kbr, Inc.)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of adopt this Agreement and approve the Merger (the “Required "Company Vote”Stockholder Approval") is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt this AgreementAgreement and approve the Merger and the other transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Procter & Gamble Co)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon outstanding on the record date for the Company Stockholders' Meeting in favor of (i) the adoption and approval of this Agreement, and (ii) the approval of the Merger and the other transactions contemplated by this Agreement (the "Required Company Stockholder Vote”) "), is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt and approve this Agreement, the Merger and the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Affiliate Agreement (Interactive Group Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company or any Company Subsidiary necessary to adopt approve this Agreement., the Merger and the transactions contemplated hereby (the “Company Stockholder Approval”). Table of Contents

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tularik Inc)

Vote Required. The affirmative vote or consent of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required and Company Vote”) Class A Common Stock, voting together as a single class, is the only vote or consent approval of the holders of any class or series of the Company’s Company capital stock or other voting securities necessary to adopt approve this Agreement., the Merger and the transactions contemplated hereby. The execution and delivery of the Stockholders Consent will satisfy such required approval. 3.23

Appears in 1 contract

Samples: Agreement and Plan of Merger (Southwest Royalties Inc Income Fund Vi)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of adopting this Agreement (the "Required Company Vote”Votes") is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt approve this AgreementAgreement and the transactions contemplated hereby and is only necessary in the event that the number of shares of Company Common Stock tendered pursuant to the Offer represents less than 90% of the issued and outstanding shares of Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Koninklijke Numico Nv)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteStockholder Approval”) is the only vote or consent vote, 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 adopt approve this AgreementAgreement and any transactions contemplated hereby, including the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (ZAGG Inc)

Vote Required. The affirmative vote on the approval of this Agreement of the holders of a majority of the Company Shares outstanding shares on the record date for the meeting of shareholders of Company Common Stock entitled to vote thereon described in favor of the adoption of this Agreement Section 7.1 (the “Required Company Shareholder Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt approve this AgreementAgreement or approve the Merger or otherwise in connection with any Transaction.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Microsemi Corp)

Vote Required. The affirmative vote of the holders of a majority of the total number of outstanding shares of the Company Class A Common Stock entitled to vote thereon in favor of the adoption of adopt and approve this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock Company Stock necessary to adopt this AgreementAgreement and approve the transactions contemplated hereby. The Required Company Vote was obtained by written consent, dated as of a date not later than the date hereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fastentech Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to is the only vote thereon in favor of the adoption of Company’s stockholders necessary (under Law or otherwise), to approve this Agreement (the “Required Company VoteStockholder Approval) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this Agreement).

Appears in 1 contract

Samples: Employment Agreement (Zevex International Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock Company Stock necessary to approve and adopt this AgreementAgreement and approve the transactions contemplated hereby, including the Merger (collectively, the “Requisite Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inovalon Holdings, Inc.)

Vote Required. The affirmative vote or consent of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required and Company Vote”) Class A Common Stock, voting together as a single class, is the only vote or consent approval of the holders of any class or series of the Company’s Company capital stock or other voting securities necessary to adopt approve this Agreement, the Merger and the transactions contemplated hereby. The execution and delivery of the Stockholders Consent will satisfy such required approval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Clayton Williams Energy Inc /De)

Vote Required. The affirmative vote of the holders of shares representing a majority of the outstanding shares of the Company Common Stock entitled to vote thereon in favor of at the adoption of this Agreement (the “Required Company Vote”) Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company Bylaws, or consent otherwise) of the holders of any class or series capital stock of the Company’s capital stock necessary Company to adopt this AgreementAgreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cabelas Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company necessary to adopt approve this Agreement, the Merger and the transactions contemplated hereby (the "Company Shareholder Approval").

Appears in 1 contract

Samples: Agreement and Plan of Merger (Immunex Corp /De/)

Vote Required. The affirmative vote of the holders of a majority two–thirds of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent vote, 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 adopt approve the Merger, which stockholder vote shall be received by the Company and delivered to the Parent immediately after the execution and delivery by the Company of a counterpart signature page to this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Guitar Center Inc)

Vote Required. The affirmative vote of the holders of at least a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of on the adoption of this Agreement record date for the Company Stockholders' Meeting (the “Required "Company Vote”Stockholder Approval") is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt the Merger or this AgreementAgreement and no other vote of any holders of shares of the Company's capital stock is necessary to approve any of the Transactions.

Appears in 1 contract

Samples: Iii Agreement and Plan of Merger (Valueclick Inc/Ca)

Vote Required. The affirmative vote of the holders of a majority at least two-thirds of the outstanding shares of Company Common Stock entitled to vote thereon in favor of with respect to the adoption approval of this Agreement (and the “Required transactions contemplated hereby, including the issuance of Company Vote”) Common Stock in the Merger, is the only vote or consent of the holders of any class or series of the Company’s capital stock 's shares of beneficial interest necessary to adopt approve this AgreementAgreement and the transactions contemplated hereby."

Appears in 1 contract

Samples: Agreement and Plan of Merger (Prologis Trust)

Vote Required. The affirmative vote (the “Acquiror Shareholder Approval”) of the holders of a majority of the outstanding total votes cast by holders of shares of Company Acquiror Common Stock entitled to vote thereon in favor of the adoption of this Agreement at a meeting at which a quorum is present (the “Required Company Acquiror Shareholder Vote”) is the only vote or consent of the holders of any class or series of the CompanyAcquiror’s capital stock necessary to adopt this Agreementapprove the issuance of Acquiror Common Stock in the Merger (the “Acquiror Shareholder Approval Matter”).

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Poniard Pharmaceuticals, Inc.)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock stockholders (the “Company Stockholder Approval”) necessary (under applicable Law or otherwise) to adopt approve this Agreement and the transactions contemplated by this Agreement, including the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (FCStone Group, Inc.)

Vote Required. The only vote of holders of securities of the Company that is necessary to adopt this Agreement and approve the transactions contemplated hereby is the affirmative vote of the holders of outstanding Company Common Stock representing at least a majority of all the outstanding shares votes entitled to be cast thereupon by holders of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this Agreement"Stockholder Approval").

Appears in 1 contract

Samples: Agreement and Plan of Merger (EnergySolutions, Inc.)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) voting as a single class is the only vote or consent of the holders of any class or series of the Company’s capital stock shareholders necessary (under applicable law or otherwise), to adopt approve this Agreement, and the transactions contemplated by this Agreement, including the Merger (the “Company Shareholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Remedytemp Inc)

Vote Required. The affirmative vote of the holders of outstanding Common Stock, voting together as a majority single class, representing at least two-thirds of all the outstanding shares votes entitled to be cast thereupon by holders of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteRequisite Stockholder Approval”) is the only vote or consent of holders of securities of the holders of any class or series of the Company’s capital stock Company that is necessary to approve and adopt this AgreementAgreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Apac Customer Services, Inc)

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Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required "Company Vote”Stockholder Approval") is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt approve this AgreementAgreement and the transactions contemplated hereby and is only necessary in the event that the number of shares of the Company Common Stock tendered pursuant to the Offer represents less than 90% of the issued and outstanding shares of the Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (U S Laboratories Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon vote, in favor of the adoption of this Agreement (the “Required Company Vote”) person or by proxy, is the only vote or consent of the holders of any class or series of the Company’s capital stock stockholders necessary (under applicable law or otherwise), to adopt approve this AgreementAgreement and the Merger (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ablest Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon outstanding on the record date set for the Company Stockholders Meeting in favor of the adoption of this Agreement (the “Required Company VoteRequisite Stockholder Approval”) is the only vote or consent of the holders of any class or series of the Company Capital Stock necessary to approve this Agreement and the transactions contemplated hereby under applicable Law and the Certificate of Incorporation and Bylaws of the Company’s capital stock necessary to adopt this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sigmatel Inc)

Vote Required. 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 thereon in favor of at the adoption of this Agreement (the “Required Company Vote”) Stockholder Meeting is the only vote required (under applicable Legal Requirements, the Company’s certificate of incorporation and bylaws, each as amended and restated and currently in effect, or consent otherwise) of the holders of any class or series capital stock of the Company’s capital stock necessary Company to adopt this AgreementAgreement and approve the Contemplated Transactions (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Silicon Graphics International Corp)

Vote Required. The approval of the sale of the Shares by the affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) voting is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt this Agreementapprove the transactions contemplated hereby. Holders of Common Stock will not have any appraisal rights or similar rights in connection with the sale of the Shares or any of the other transactions contemplated hereby.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Bank of America Corp /De/)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the "Required Company Vote") is the only vote or consent approval of the holders of any class or series of the Company’s Company capital stock necessary to adopt this Agreement and approve the transactions contemplated hereby (assuming that Parent is not an "interested stockholder" of the Company under Section 203 of the DGCL immediately before the execution and delivery of this Agreement and the Stockholder Agreement).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Jones Apparel Group Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt approve the Offering and the other transactions contemplated by this AgreementAgreement (the “Required Stockholder Approval”) is the affirmative vote of the majority of shares of Common Stock present in person or represented by proxy at the Special Meeting (as defined in Section 8.1) and entitled to vote to approve the Offering.

Appears in 1 contract

Samples: Securities Purchase Agreement (Healthetech Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required "Company Vote”Stockholders Approval") is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt this Agreementapprove the Merger and the consummation of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Advanced Technical Products Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock stockholders (the “Company Stockholder Approval”) necessary (under applicable Law or otherwise) to adopt approve this Agreement and the transactions contemplated by this Agreement, including the Acquisition.

Appears in 1 contract

Samples: Acquisition Agreement (First Community Bank Corp of America)

Vote Required. The affirmative vote of the holders of a majority more than 66-2/3% of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of approve this Agreement (the "Required Company Vote") is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt this consummate the transactions contemplated hereby and by the Option Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Anthem Inc)

Vote Required. The affirmative vote approval of this Agreement by the holders of a majority at least two-thirds of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required "Company Vote”Shareholders' Approval") is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary of the Company required to adopt approve this Agreement, the Merger and the other transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (El Chico Restaurants Inc)

Vote Required. The affirmative vote of the holders of not less than a majority of the all outstanding shares of Company Common Stock entitled to vote thereon in favor of approve the adoption of this Agreement REIT Merger (the “Required Company VoteStockholder Approval”) is the only vote or consent of the holders of any class or series of the Company’s shares of capital stock necessary of the Company required to adopt consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (RLJ Lodging Trust)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the "Required Company Vote") is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cigna Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of on the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of holders of securities of the holders of any class or series of the Company’s capital stock necessary Company which is required to adopt this Agreement., to approve the Merger and to consummate the other transactions contemplated hereby (the "Company Stockholder Approval"). (s)

Appears in 1 contract

Samples: Agreement and Plan of Merger (GLAUKOS Corp)

Vote Required. 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 thereon in favor of at the adoption of this Agreement (the “Required Company Vote”) Shareholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-laws, or consent otherwise) of the holders of any class or series capital stock of the Company’s capital stock necessary Company to adopt approve this AgreementAgreement and the transactions contemplated hereby (including the Merger) (the “Company Shareholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Meadowbrook Insurance Group Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon vote, in favor of the adoption of this Agreement (the “Required Company Vote”) person or by proxy, is the only vote or consent of the holders of any class or series of the Company’s capital stock stockholders necessary (under applicable law or otherwise), to adopt approve this Agreement, and the transactions contemplated by this Agreement, including the Merger (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inforte Corp)

Vote Required. The affirmative vote (the “Company Stockholder Approval”) of the holders of (a) a majority of the outstanding shares of Company Common Stock, (b) a majority of the shares of Company Common Stock entitled to vote thereon in favor and Company Preferred Stock and (c) a three-fourths majority of the adoption of this Agreement outstanding Company Preferred Stock, voting together as a single class, each outstanding on the applicable record date (the “Required Company Stockholder Vote”) ), is the only vote or consent of the holders of any class or series of the Company’s capital stock Company Capital Stock necessary to adopt or approve this AgreementAgreement and approve the Merger and the matters set forth in Section 5.2(a).

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Poniard Pharmaceuticals, Inc.)

Vote Required. The affirmative vote of the holders of outstanding Company Common Stock, voting together as a majority single class, representing at least sixty percent (60%) of the all shares outstanding entitled to vote (treating all shares as having a single vote per share) thereupon by holders of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteRequisite Stockholder Approval”) is the only vote or consent of holders of securities of the holders of any class or series of the Company’s capital stock Company that is necessary to approve and adopt this AgreementAgreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Univision Communications Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of on the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of holders of securities of the holders of any class or series of the Company’s capital stock necessary Company which is required to adopt this Agreement, to approve the Merger and to consummate the other transactions contemplated hereby (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avedro Inc)

Vote Required. The affirmative vote of the holders of a majority two-thirds of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteStockholders Approval”) is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary to adopt this AgreementAgreement and approve the Merger and the consummation of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Buffets Holdings, Inc.)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of the Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) outstanding is the only vote or consent of the holders of any class or series of the Company’s capital stock 's Capital Stock or any other agreement to which the Company or the Stockholders are a party necessary to adopt approve this Agreement, any Other Agreement and the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Biodelivery Sciences International Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting in favor of the adoption of this Agreement (the “Required Company Vote”Stockholder Approvalˮ) is the only vote or consent of the holders of any class or series Securities of the Company’s capital stock necessary Company that is required to adopt authorize this Agreement or to consummate the Merger and the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Stryker Corp)

Vote Required. The affirmative vote of the holders of a majority of the shares of Company Common Stock outstanding on the record date for the Company Shareholders' Meeting and a majority of the outstanding shares of Company Common Stock entitled for a related increase to vote thereon in favor the number of authorized shares of Company Common Stock (collectively, the adoption of this Agreement (the “"Required Company Shareholder Vote") is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt approve this Agreement, the Merger and the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: 6 Agreement and Plan of Merger and Reorganization (Arris Pharmaceutical Corp/De/)

Vote Required. The affirmative vote of the holders of at least a majority of the aggregate outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Stockholder Vote”) is the only vote or consent of the holders of any class or series of Company Common Stock or other Equity Interests of the Company’s capital stock Company or any Company Subsidiary necessary to adopt this AgreementAgreement and consummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tessera Technologies Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock shareholders necessary (under applicable Law or otherwise), to adopt approve this Agreement, and the transactions contemplated by this Agreement, including the Merger (the “Company Shareholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ace Cash Express Inc/Tx)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Seller Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”"Requisite Stockholder Approval") is the only vote or consent of holders of securities of the holders of any class or series of the Company’s capital stock Seller that is necessary to adopt this Agreementapprove the Transactions.

Appears in 1 contract

Samples: Asset Purchase Agreement (Enzon Pharmaceuticals Inc)

Vote Required. The affirmative vote of the holders of a majority two-thirds of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required "Company Vote”Stockholders Approval") is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt this AgreementAgreement and approve the Merger and the consummation of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ryans Restaurant Group Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company or any Company Subsidiary necessary to adopt approve this Agreement, the Merger and the transactions contemplated hereby (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Amgen Inc)

Vote Required. 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 thereon in favor of at the adoption of this Agreement (the “Required Company Vote”) Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-laws, or consent otherwise) of the holders of any class or series capital stock of the Company’s capital stock necessary Company to adopt this AgreementAgreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hansen Medical Inc)

Vote Required. The Except for the affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock Shares, voting as a single class in which each Common Share is entitled to one vote thereon in favor of the adoption of this Agreement (the “Required Company VoteRequisite Stockholder Approval) is the only ), no other vote or consent approval of the holders of any class or series of the Company’s capital stock or other equity interests of the Company is necessary to adopt approve this Agreement, the Merger and the other transactions contemplated hereunder. The Requisite Stockholder Approval has been obtained.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Medvest Holdings Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Capital Stock entitled to vote thereon in favor of outstanding on the adoption date of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s 's capital stock necessary to adopt approve this AgreementAgreement and the transactions contemplated hereby, and such approval has been received.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (E-Medsoft Com)

Vote Required. The affirmative vote approval of the Agreement by the holders of a majority at least two-thirds of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required "Company Vote”Shareholders' Approval") is the only vote or consent of the holders of any class or series of the Company’s capital stock necessary of the Company required to adopt approve this Agreement, the Merger and the other transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Spaghetti Warehouse Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of adopt this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s Company capital stock necessary to adopt this AgreementAgreement and approve the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Itxc Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of the Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) outstanding is the only vote or consent of the holders of any class or series of the Company’s capital stock Capital Stock or any other agreement to which the Company or the Primary Stockholder are a party necessary to adopt approve this Agreement, any Other Agreement and the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Confidentiality and Intellectual Property Agreement (Implant Sciences Corp)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Seller Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company VoteRequisite Stockholder Approval”) is the only vote or consent of the holders of any class or series securities of the Company’s capital stock Seller that is necessary to adopt this Agreementapprove the transactions contemplated hereby.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Thestreet, Inc.)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”"COMPANY STOCKHOLDERS' APPROVAL") is the only vote or consent of the holders of any class or series of the Company’s Company capital stock or debt instruments necessary to adopt this AgreementAgreement and approve the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Candover Investments PLC)

Vote Required. The affirmative vote of the holders of outstanding Company Common Stock representing at least a majority of all the outstanding shares votes entitled to be cast thereupon by holders of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”"Requisite Stockholder Approval") is the only vote or consent of the holders of any class or series securities of the Company’s capital stock Company that is necessary to approve and adopt this AgreementAgreement and the transactions contemplated hereby (including the Merger).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bisys Group Inc)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor (the "Required Company Votes") adopting this Agreement and approving the consummation of the adoption of this Agreement (the “Required Company Vote”) transactions contemplated hereby is the only vote or consent action of the holders of any class or series of the Company’s Company capital stock necessary to adopt this Agreementconsummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Therapeutic Antibodies Inc /De)

Vote Required. The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon in favor of the adoption of this Agreement (the “Required Company Vote”) is the only vote or consent of the holders of any class or series of the Company’s capital stock or other Equity Interests of the Company necessary to adopt approve the Merger, which stockholder vote shall be received by the Company and delivered to the Parent immediately following the execution and delivery by the Company of a counterpart signature page to this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Electronics for Imaging Inc)

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