Voting Power. Such Stockholder has sole voting power with respect to all such Stockholder’s Subject Shares, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all such Stockholder’s Subject Shares.
Appears in 16 contracts
Samples: Tender and Support Agreement (Jamba, Inc.), Tender and Support Agreement, Tender and Support Agreement (Carlyle Group L.P.)
Voting Power. Such Except as otherwise set forth in this Agreement, Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all such Stockholder’s of the Subject Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 16 contracts
Samples: Support Agreement (Nanosphere Inc), Support Agreement (Nanosphere Inc), Support Agreement (Lattice Semiconductor Corp)
Voting Power. Such Company Stockholder has sole voting power with respect to all such Stockholder’s Subject Shares, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV hereinthis Agreement, sole power to demand or waive any appraisal rights of disposition with respect to the Subject Shares dispositions contemplated by this Agreement, and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of such Company Stockholder’s Subject Voting Shares, with no material limitations, qualifications, or restrictions on such rights, subject only to applicable securities laws and the terms of this Agreement.
Appears in 13 contracts
Samples: Tender and Voting Agreement, Tender and Voting Agreement (International Coal Group, Inc.), Tender and Voting Agreement (Arch Coal Inc)
Voting Power. Such The Stockholder has has, and will at the time of the Company Stockholder Meeting have, sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to Transfer, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares herein and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 11 contracts
Samples: Voting Agreement, Agreement and Plan of Merger (Kapstone Paper & Packaging Corp), Agreement and Plan of Merger (WestRock Co)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all such Stockholder’s of the Subject Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any Company Option or Company RSU.
Appears in 10 contracts
Samples: Support Agreement (Sandisk Corp), Support Agreement (Sandisk Corp), Support Agreement (Sandisk Corp)
Voting Power. Such The Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 8 contracts
Samples: Tender and Voting Agreement (Synopsys Inc), Tender and Voting Agreement (Oracle Corp), Support Agreement (Applied Innovation Inc)
Voting Power. Such The Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 7 contracts
Samples: Voting Agreement (Nuance Communications, Inc.), Voting Agreement (Answers CORP), Voting Agreement (Limelight Networks, Inc.)
Voting Power. Such The Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and arising under the terms of this Agreement.
Appears in 6 contracts
Samples: Voting Agreement (Renovacor, Inc.), Voting Agreement (Renovacor, Inc.), Voting Agreement (Rocket Pharmaceuticals, Inc.)
Voting Power. Such Stockholder has sole the requisite voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I herein and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement necessary to take all actions required under this Agreement, in each case with respect to all of the securities subject to this Agreement owned by such Stockholder’s Subject Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and those arising under the terms of this Agreement.
Appears in 6 contracts
Samples: Parent Voting and Support Agreement (Vivakor, Inc.), Company Voting and Support Agreement (Vivakor, Inc.), Voting Agreement (SomaLogic, Inc.)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Voting Agreement, in each case with respect to all such of Stockholder’s Subject Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and the terms of this Voting Agreement.
Appears in 5 contracts
Samples: Voting Agreement, Voting Agreement (Cur Media, Inc.), Voting Agreement (Cur Media, Inc.)
Voting Power. Such Stockholder has sole voting power with respect to all such Stockholder’s of the Subject Shares, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares herein and sole power to agree to all of the matters set forth in this Agreement, in each case case, with respect to all such Stockholder’s of the Subject Shares.
Appears in 5 contracts
Samples: Tender and Support Agreement (Hale Capital Partners, LP), Tender and Support Agreement (Adept Technology Inc), Tender and Support Agreement (Adept Technology Inc)
Voting Power. Such The Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require the Stockholder to exercise any option to purchase shares of Company Common Stock.
Appears in 4 contracts
Samples: Tender and Voting Agreement (Hewlett Packard Co), Tender and Voting Agreement (Mercury Interactive Corp), Tender and Voting Agreement (Polycom Inc)
Voting Power. Such Stockholder The Shareholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 4 contracts
Samples: Voting Agreement (Scopus Video Networks Ltd.), Voting Agreement (Scopus Video Networks Ltd.), Voting Agreement (Scopus Video Networks Ltd.)
Voting Power. Such Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all such Stockholder’s Subject Shares.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Smith & Nephew PLC), Agreement and Plan of Merger (Osiris Therapeutics, Inc.), Tender and Support Agreement (Smith & Nephew PLC)
Voting Power. Such Stockholder has sole the requisite voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement necessary to take all actions required under this Agreement, in each case with respect to all of the securities subject to this Agreement owned by such Stockholder’s Subject Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and those arising under the terms of this Agreement.
Appears in 4 contracts
Samples: Voting Agreement (Carrols Restaurant Group, Inc.), Voting Agreement (Restaurant Brands International Limited Partnership), Voting Agreement (Teladoc Health, Inc.)
Voting Power. Such The Stockholder has sole the requisite voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I herein and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement necessary to take all actions required under this Agreement, in each case with respect to all of the securities subject to this Agreement owned by the Stockholder, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and those arising under the terms of this Agreement.
Appears in 3 contracts
Samples: Tender and Support Agreement (PhenomeX Inc.), Voting Agreement (IsoPlexis Corp), Voting Agreement (Berkeley Lights, Inc.)
Voting Power. Such Stockholder The Shareholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 3 contracts
Samples: Form of Voting Agreement (Advanced Digital Information Corp), Form of Voting Agreement (Quantum Corp /De/), Voting Agreement (Stanton John W)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any Target Stock Options.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Veramark Technologies Inc), Tender and Support Agreement (Clearlake Capital Partners Ii Lp), Agreement and Plan of Merger (Veramark Technologies Inc)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject rights, subject to applicable laws, the terms of such Shares, and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any FFE stock options.
Appears in 3 contracts
Samples: Tender and Voting Agreement (Frozen Food Express Industries Inc), Tender and Voting Agreement (Frozen Food Express Industries Inc), Tender and Voting Agreement (Frozen Food Express Industries Inc)
Voting Power. Such The Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares Beneficially Owned by such Stockholder’s Subject Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 3 contracts
Samples: Voting Agreement (McAfee, Inc.), Voting Agreement (Secure Computing Corp), Voting Agreement (Warburg Pincus Private Equity IX, L.P.)
Voting Power. Such Stockholder Each Shareholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of his or her Subject Shares, with no limitations, qualifications or restrictions on such Stockholderrights, except as provided hereunder. None of such Shareholder’s Subject Shares are subject to any voting trust or other agreement or arrangement with respect to the voting of such Subject Shares, except as provided hereunder.
Appears in 3 contracts
Samples: Tender and Support Agreement (Blue Coat Systems Inc), Tender and Support Agreement (Stellent Inc), Tender and Support Agreement (Oracle Corp)
Voting Power. Such Each Stockholder has has, and will at the time of any meeting of the Company’s stockholders have, sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to Transfer, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares herein and sole power to agree to all of the matters set forth in this Agreement, in each case case, with respect to all of such Stockholder’s Subject Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 2 contracts
Samples: Voting Agreement (Western Asset Mortgage Capital Corp), Voting Agreement (Terra Capital Partners, LLC)
Voting Power. Such Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, disposition and sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case case, with respect to all of the Covered Shares with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable securities Laws and the terms of this Agreement.
Appears in 2 contracts
Samples: Tender and Support Agreement (AI Pan LLC), Tender and Support Agreement (Pandion Therapeutics, Inc.)
Voting Power. Such Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any Target Stock Options.
Appears in 2 contracts
Samples: Tender and Support Agreement (Enernoc Inc), Agreement and Plan of Merger (World Energy Solutions, Inc.)
Voting Power. Such Stockholder has sole voting power with respect to all such Stockholder’s Subject Shares, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV hereinthis Agreement, sole power to demand or waive any appraisal rights of disposition with respect to the Subject Shares dispositions contemplated by this Agreement and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all such of Stockholder’s Subject Shares, with no material limitations, qualifications, or restrictions on such rights, subject only to applicable securities laws and the terms of this Agreement.
Appears in 2 contracts
Samples: Tender and Voting Agreement (Conmed Healthcare Management, Inc.), Tender and Voting Agreement (Pappajohn John)
Voting Power. Such The Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Stockholder's Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject rights, subject to restrictions on transfer arising under applicable securities laws and the terms of this Agreement. Other than the Proxy contemplated by this agreement, none of the Shares is subject to any voting trust or other agreement or arrangement with respect to the voting of those Shares.
Appears in 2 contracts
Samples: Voting Agreement (Wilshire Enterprises Inc), Voting Agreement (Jekogian Iii Nickolas W)
Voting Power. Such Except as may be set forth on the signature page to this Agreement, the Stockholder has or will have sole voting power (with respect to all such Stockholder’s Subject the Common Shares), and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 2 contracts
Samples: Tender and Voting Agreement (Cognos Inc), Tender and Voting Agreement (Cognos Inc)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any option and/or warrant and/or other rights to purchase shares of Company Capital Stock (including Company Options).
Appears in 2 contracts
Samples: Support Agreement (Salesforce Com Inc), Support Agreement (ExactTarget, Inc.)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities Legal Requirements and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any option and/or warrant and/or other rights to purchase shares of Company Capital Stock (including Company Options).
Appears in 2 contracts
Samples: Tender and Voting Agreement (Pegasystems Inc), Tender and Voting Agreement (Chordiant Software Inc)
Voting Power. Such The Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject of the Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and sole power the terms of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all such Stockholder’s Subject Shares.
Appears in 2 contracts
Samples: Voting Agreement (Zoran Corp \De\), Voting Agreement (Zoran Corp \De\)
Voting Power. Such The Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares held by Stockholder, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and arising under the terms of this Agreement.
Appears in 2 contracts
Samples: Voting Agreement (Zillow Inc), Form of Voting Agreement (Trulia, Inc.)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this AgreementVoting Agreement and Proxy, in each case with respect to all of Stockholder's Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Voting Agreement and Proxy.
Appears in 2 contracts
Samples: Voting Agreement (Cellegy Pharmaceuticals Inc), Voting Agreement (Cellegy Pharmaceuticals Inc)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of such Stockholder’s Subject Covered Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Rofin Sinar Technologies Inc), Merger Agreement (Coherent Inc)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable securities Legal Requirements and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any option and/or warrant to purchase shares of Company Capital Stock.
Appears in 2 contracts
Samples: Form of Transaction Support Agreement (Cypress Semiconductor Corp /De/), Transaction Support Agreement (Simtek Corp)
Voting Power. Such The Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares herein and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 1 contract
Samples: Form of Voting Agreement (Wright Medical Group Inc)
Voting Power. Such Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Answers CORP)
Voting Power. Such The Stockholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares herein and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 1 contract
Voting Power. Such Stockholder Shareholder has sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement necessary to take all actions required under this Agreement, in each case with respect to all of the Shares set forth opposite such StockholderShareholder’s Subject Sharesname on Exhibit A hereto, with no limitations, qualifications, or restrictions on such rights, subject to applicable federal securities Laws, “blue sky” or other applicable securities Laws and those arising under the terms of this Agreement.
Appears in 1 contract
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares herein and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger
Voting Power. Such Stockholder has sole voting power with respect to all such Stockholder’s Subject Shares, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all such Stockholder’s Subject Shares. 2.5.
Appears in 1 contract
Voting Power. Such Except as otherwise set forth in this Agreement, Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 1 contract
Voting Power. Such Stockholder has sole The Stockholders have the requisite voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement necessary to take all actions required under this Agreement, in each case with respect to all of the securities subject to this Agreement owned beneficially or of record by the Stockholders, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and those arising under the terms of this Agreement.
Appears in 1 contract
Voting Power. Such The Stockholder has sole the requisite voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement necessary to take all actions required under this Agreement, in each case with respect to all of the securities subject to this Agreement, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and those arising under the terms of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Vmware, Inc.)
Voting Power. Such Stockholder has sole Stockholders have the requisite voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement necessary to take all actions required under this Agreement, in each case with respect to all of the securities subject to this Agreement owned beneficially or of record by Stockholders, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and those arising under the terms of this Agreement.
Appears in 1 contract
Voting Power. Such The Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I Section 2 and Article IV hereinclauses (i), sole power to demand or waive any appraisal rights with respect to the Subject Shares (ii) and (iii) of Section 3(a) and sole power to agree to all of the matters set forth in this AgreementSection 2 and clauses (i), (ii) and (iii) of Section 3(a), in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Microchip Technology Inc)
Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Voting Agreement, in each case with respect to all of Stockholder's Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and the terms of this Voting Agreement.
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Voting Power. Such Stockholder has The Stockholder, together with its affiliates, have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and arising under the terms of this Agreement.
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Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this AgreementVoting Agreement and Proxy, in each case with respect to all such of Stockholder’s Subject Shares, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and the terms of this Voting Agreement and Proxy.
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Voting Power. Such Stockholder has or will have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws, the terms of such Company Securities and the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any Company Options.
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Samples: Tender and Voting Agreement (LD Commodities Sugar Holdings LLC)
Voting Power. Such Stockholder has The Stockholder, together with its Affiliates, have sole voting power with respect to all such Stockholder’s Subject Sharespower, and sole power of disposition, sole power to issue instructions with respect to the matters set forth in Article I and Article IV herein, sole power to demand or waive any appraisal rights with respect to the Subject Shares and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of the Shares, with no limitations, qualifications or restrictions on such Stockholder’s Subject Sharesrights, subject to applicable federal securities laws and arising under the terms of this Agreement.
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