Common use of Voting Requirements Clause in Contracts

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Merger Agreement (Bridgeport Machines Inc), Merger Agreement (Sunbeam Corp/Fl/), Merger Agreement (First Alert Inc)

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Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementTransactions.

Appears in 5 contracts

Samples: Merger Agreement (Bosch Security Systems Corp), Merger Agreement (Hasbro Inc), Merger Agreement (Detection Systems Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Shares entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Merger Agreement (Corange LTD), Merger Agreement (Johnson & Johnson), Merger Agreement (Johnson & Johnson)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Shares entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementMerger.

Appears in 4 contracts

Samples: Merger Agreement (Alliance Imaging Inc /De/), Merger Agreement (Building One Services Corp), Merger Agreement (Three Rivers Acquisition Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote outstanding shares of Common Stock approving this Agreement the Merger is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement the Merger and the Transactions contemplated by this AgreementTransactions.

Appears in 4 contracts

Samples: Merger Agreement (Baa PLC /Fi), Merger Agreement (Duty Free International Inc), Merger Agreement (Duty Free International Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled at the Company Stockholder Meeting to vote approving adopt this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to adopt and approve this Agreement Agreement, and the Transactions Merger and the transactions contemplated by this Agreementhereby and thereby.

Appears in 3 contracts

Samples: Merger Agreement (Hilite Mergeco Inc), Merger Agreement (Maher Donald M), Merger Agreement (Hilite Industries Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled issued and outstanding Shares, voting as a single class at the Company Shareholders' Meeting to vote approving adopt this Agreement Agreement, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Samples: Merger Agreement (Federated Department Stores Inc /De/), Merger Agreement (Fingerhut Companies Inc), Merger Agreement (Fingerhut Companies Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the issued and outstanding Shares entitled to vote approving this Agreement at the Special Meeting (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of the Company's capital stock of the Company necessary to approve adopt this Agreement and approve the Transactions contemplated by this AgreementMerger.

Appears in 3 contracts

Samples: Merger Agreement (Advance America, Cash Advance Centers, Inc.), Merger Agreement (Odyssey Healthcare Inc), Merger Agreement (Gentiva Health Services Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power of all outstanding Shares, voting as a single class, at the Shares entitled Special Meeting to vote approving adopt this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement and the Transactions transactions contemplated by this Agreementhereby in order to effect the Merger.

Appears in 3 contracts

Samples: Merger Agreement (Aydin Corp), Merger Agreement (L 3 Communications Corp), Merger Agreement (Aydin Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares outstanding shares of Stock entitled to vote approving this Agreement thereon at a shareholders meeting with respect to the approval of the Amendment is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementAmendment.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Kevco Inc), Securities Purchase Agreement (Kevco Partners Investment Trust), Securities Purchase Agreement (Kevco Inc)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of all the outstanding Shares entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementMerger.

Appears in 3 contracts

Samples: Merger Agreement (Ewok Acquisition Corp), Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Endogen Inc)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of all the Shares entitled to vote approving this Agreement outstanding shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (Wolters Kluwer Us Corp), Merger Agreement (Waverly Inc), Merger Agreement (Wolters Kluwer Us Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled shares of Company Common Stock with respect to vote approving this Agreement and the Merger is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Plan and Agreement of Merger and Reorganization (Providian Bancorp Inc), Merger Agreement (Providian Corp), Merger Agreement (Transamerica Corp)

Voting Requirements. The affirmative vote of the holders Principal Company ------------------- Stockholders with respect to the approval of a majority of all the Shares entitled to vote approving this Agreement is and the Merger are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (Ginsburg Scott K), Agreement and Plan of Merger (Ginsburg Scott K), Merger Agreement (Evergreen Media Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled issued and outstanding shares of Company Common Stock with respect to vote approving this Agreement and the Merger is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (HSB Group Inc), Merger Agreement (American International Group Inc)

Voting Requirements. The affirmative vote of the holders of a majority ------------------- two-thirds of all the outstanding Company Common Shares entitled to vote and Company Preferred Shares approving this Merger Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement Merger Agreement, and the Transactions transactions contemplated by this Merger Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Eastgroup Properties Inc), Merger Agreement (Eastgroup Properties Inc)

Voting Requirements. The affirmative vote of the holders of a majority at least two thirds of all the Shares outstanding shares of Company Common Stock entitled to vote be cast approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this Agreement.the

Appears in 2 contracts

Samples: Merger Agreement (Lift Acquisition Co Inc), Merger Agreement (Raymond Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Shares entitled to vote approving thereon at the Stockholders Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Requisite Vote”) is the only vote of the holders of any class or series of the Company's capital stock of the Company necessary for the Company to approve adopt this Agreement and approve and consummate the Transactions Merger and the other transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Merger Agreement (Transcanada Corp), Merger Agreement (Columbia Pipeline Group, Inc.)

Voting Requirements. The affirmative vote of the holders of a majority 66 2/3% of the voting power of all outstanding Shares, voting as a single class, at the Shares entitled Company's Stockholders Meeting to vote approving adopt this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Merger Agreement (Handy & Harman), Merger Agreement (Handy & Harman)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares outstanding shares of Company Common Stock entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Consol Inc), Merger Agreement (Rochester & Pittsburgh Coal Co)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving outstanding shares of Common Stock adopting this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Samples: Merger Agreement (Tomkins PLC), Merger Agreement (Stant Corp)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of the voting power of all outstanding Shares, voting as a single class, at the Shares entitled Company Shareholders Meeting (the "Company Shareholder Approval") to vote approving adopt this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Merger Agreement (Dynamics Corp of America), Agreement and Plan of Merger (CTS Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares outstanding shares of Company Common Stock and Convertible Preferred Stock, voting together as one class, entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Federal Paper Board Co Inc), Merger Agreement (International Paper Co /New/)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of all the Shares entitled to vote approving this Agreement is outstanding Company Shares, are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this AgreementAgreement (the "Company Requisite Vote").

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Nipsco Industries Inc), Merger Agreement (Bay State Gas Co /New/)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote outstanding shares of Company Common Stock approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Merger Agreement (Coherent Communications Systems Corp), Merger Agreement (Tellabs Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled outstanding shares of Company Common Stock and the affirmative vote of the holders of two-thirds (2/3) of the outstanding shares of the Series A Shares, voting as a class with respect to vote approving this Agreement is and the Merger, are the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement, the Merger and the transactions contemplated by this Agreement and the Transactions contemplated by this AgreementMerger.

Appears in 2 contracts

Samples: Merger Agreement (Rockford Industries Inc), Merger Agreement (American Express Co)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power of all the Shares entitled outstanding shares of Target Common Stock to vote approving adopt this Agreement (the "Target Stockholder Approval") is the only vote of the holders of any class or series of the CompanyTarget's capital stock necessary to approve and adopt this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Merger Agreement (24/7 Media Inc), Merger Agreement (Exactis Com Inc)

Voting Requirements. The affirmative vote of a majority of the votes cast by the holders of a majority of all the Shares and Preferred Shares entitled to vote approving this Agreement thereon at the Stockholders Meeting with respect to the approval of the Merger is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Pioneer Financial Services Inc /De), Merger Agreement (Conseco Inc Et Al)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote outstanding shares of Common Stock and Class B Common Stock (voting as a single class) approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock Company Securities necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (R B Capital Corp), Merger Agreement (Peerless Industrial Group Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Shares entitled to vote approving thereon at the Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement and approve the transactions contemplated hereby (the “Stockholder Approval”), is the only vote of the holders of any class or series of the Company's capital stock of the Company necessary for the Company to approve adopt this Agreement and approve the Transactions transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Merger Agreement (Gen Probe Inc), Merger Agreement (Hologic Inc)

Voting Requirements. The affirmative vote (in person or by duly authorized and valid proxy at a Company Shareholders' meeting or by written consent) of the holders of a majority all of all the outstanding Shares entitled to vote approving in favor of the adoption of this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement Shares required by applicable law and the Transactions contemplated by this AgreementCompany's organizational instruments to duly effect such adoption.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Incentra Solutions, Inc.), Stock Purchase Agreement (Incentra Solutions, Inc.)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement outstanding shares of Parent Common Stock is the only vote of the holders of any class or series of the Company's capital stock of Parent necessary to approve this Agreement and the Transactions contemplated by this AgreementMerger.

Appears in 2 contracts

Samples: Merger Agreement (Noodle Kidoodle Inc), Merger Agreement (Zany Brainy Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement outstanding shares of Superior Common Stock is the only vote of the holders of any class or series of the Company's capital stock of Superior necessary to approve this Agreement and the Transactions contemplated by this AgreementMerger.

Appears in 2 contracts

Samples: Merger Agreement (Superior Energy Services Inc), Merger Agreement (Parker Drilling Co /De/)

Voting Requirements. The affirmative vote of the holders Principal Company Stockholders with respect to the approval of a majority of all the Shares entitled to vote approving this Agreement is and the Merger are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Chancellor Broadcasting Co /De/), Agreement and Plan of Merger (Evergreen Media Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement outstanding shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Ovid Technologies Inc), Merger Agreement (Wolters Kluwer Us Corp)

Voting Requirements. The affirmative vote of the holders of a majority at least two thirds of all the Shares outstanding shares of Company Common Stock entitled to vote be cast approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Raymond Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement is outstanding shares of Company Common Stock and the only affirmative vote of the holders of any class or series a majority of the Company's capital stock outstanding shares of Company Preferred Stock are the only stockholder votes necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Digitalthink Inc)

Voting Requirements. The affirmative vote of the holders of a majority ------------------- 66-2/3% of all the Shares Stock (voting as one class, with each share of Stock having one (1) vote) entitled to vote be cast approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock Stock necessary to approve the Merger, this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Royal Ahold)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power of all outstanding shares of Company Common Stock at the Shares entitled Company Stockholders Meeting to vote approving adopt this Agreement (the "COMPANY STOCKHOLDER APPROVAL") is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Merger Agreement (Firepond Inc)

Voting Requirements. The affirmative vote of the holders of a majority at least two-thirds of all the total number of votes entitled to be cast by the holders of the Shares entitled to vote approving this Agreement outstanding as of the record date for the Company Special Meeting is the only vote of the holders of any class or series of the Company's capital stock or other securities necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Acme Electric Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Shares entitled to vote approving in favor of the adoption of this Agreement is the only vote of the holders of any class or series of the Company's ’s capital stock or the capital stock of any of its Subsidiaries necessary to approve this Agreement and in connection with consummation of the Transactions contemplated by this AgreementMerger (the “Company Requisite Vote”).

Appears in 1 contract

Samples: Merger Agreement (Perceptron Inc/Mi)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement issued and outstanding Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary under the FBCA to approve this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Stephan Co)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Shares entitled to vote approving adopt this Agreement (the "Stockholder Approval") is the only vote of the holders of any class or series of the Company's capital stock necessary to approve adopt this Agreement and approve the Transactions transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aviron)

Voting Requirements. (i) The affirmative vote of the holders of a majority of all the Shares entitled to vote outstanding shares of Common Stock approving this Agreement (the "Company Stockholder Approval") is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Merger Agreement (Lazard Freres Real Estate Investors LLC)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares Company Stock entitled to vote approving this Agreement be cast on the matter (the “Company Shareholder Approval”) is the only vote of the holders of any class or series of beneficial interest of the Company's capital stock Company necessary or required to approve this Agreement and the Transactions contemplated by this AgreementMerger.

Appears in 1 contract

Samples: Merger Agreement (Amreit)

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Voting Requirements. The affirmative vote of the holders of two-thirds of the issued and outstanding shares of Company Voting Stock, voting as a majority of all single class at the Shares entitled Company Shareholders Meeting to vote approving approve this Agreement Agreement, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by hereby. The holders of the issued and outstanding Company Non-Voting Stock are not entitled to vote to approve this AgreementAgreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Netsilicon Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares voting power represented by the outstanding shares of Company Common Stock entitled to vote approving at the Company Stockholders Meeting to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of the Company's ’s capital stock necessary to approve adopt this Agreement and approve the Transactions contemplated by this AgreementMerger.

Appears in 1 contract

Samples: Merger Agreement (General Electric Co)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote outstanding shares of Company Common Stock approving the Merger and other transactions contemplated by this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement the Merger and the Transactions other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Florafax International Inc)

Voting Requirements. The affirmative vote of the holders of a -------------------- majority of all the Shares shares of Company Common Stock entitled to vote be cast approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Tender Offer Statement

Voting Requirements. The affirmative vote of the holders of a majority of all the then outstanding Company Common Shares entitled and the affirmative vote of the holders of at least a majority (on an as-converted-to-Common-Stock-basis) of the then outstanding Company Preferred Shares at a duly convened meeting of the Company Stockholders or any adjournment or postponement thereof to vote approving approve and adopt this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Freemarkets Inc)

Voting Requirements. The separate affirmative vote votes of the holders of a majority two-thirds of all the Shares entitled to vote outstanding shares of each class or series of Company Stock approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (SLM Holding Corp)

Voting Requirements. The affirmative vote of the holders of a ------------------- majority of all the Shares entitled to vote approving this Agreement outstanding shares of Company Common Stock (the "Shareholder Approval"), is the only vote of the holders of any class or series capital stock of the Company's capital stock Company necessary to approve and adopt this Agreement and approve the Transactions contemplated by this AgreementMerger.

Appears in 1 contract

Samples: Merger Agreement (Numerical Technologies Inc)

Voting Requirements. The affirmative vote of a majority of the ------------------- votes entitled to be cast by the holders of a majority of all the Shares entitled to vote approving thereon at the Shareholders Meeting with respect to the approval and adoption of this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement or other securities required in connection with the consummation by Company of the Merger and the Transactions other transactions contemplated hereby to be consummated by this AgreementCompany.

Appears in 1 contract

Samples: Merger Agreement (Xcellenet Inc /Ga/)

Voting Requirements. The affirmative vote of the holders of a majority of the votes cast by all the Shares shareholders entitled to vote approving vote, voting as a single class, at the Company Shareholders Meeting (the "Company Shareholder Approval") to adopt this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Aci Acquisition Partners Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement issued and outstanding Common Stock is the only vote of the holders of any class or series of the Company's ’s capital stock necessary under the FBCA to approve this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Stephan Co)

Voting Requirements. The affirmative vote of the holders of a majority of all the voting power represented by the outstanding Common Shares and outstanding Preferred Shares voting together as one class and entitled to vote approving this Agreement at the Shareholders Meeting is the only vote of the holders of any class or series of the CompanyAllied's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Nationwide Mutual Insurance Co)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power of all outstanding shares of Company Common Stock at the Shares entitled Company Stockholders Meeting to vote approving adopt this Agreement (the "Company Stockholder Approval") is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Merger Agreement (Firepond Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote approving this Agreement shares of Company capital stock outstanding as of the record date for the Stockholders Meeting is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Avid Sportswear & Golf Corp)

Voting Requirements. The affirmative vote of the holders of a ------------------- majority of all the Shares entitled to vote approving this Agreement shares of Company Common Stock outstanding as of the record date for the Stockholders Meeting is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Mandaric Milan)

Voting Requirements. The affirmative vote of the holders of a ------------------- majority of all the Shares outstanding shares of Common Stock entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve the Merger, this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Buy Com Inc)

Voting Requirements. The affirmative vote of the ------------------- holders of a majority of all the Shares entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Merger Agreement (Dyson Kissner Moran Corp)

Voting Requirements. The affirmative vote of -------------------- the holders of a majority of all the Shares entitled to vote outstanding shares of Company Common Stock approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Cordis Corp)

Voting Requirements. The affirmative vote of the holders of a -------------------- majority of all the Shares entitled to vote outstanding shares of Holdings Common Stock approving and adopting this Agreement is the only vote of the holders of any class or series of the Company's Holdings' capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (SDW Holdings Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all Shareholders (the Shares entitled "Apex Shareholder Approval") to vote approving approve this Agreement is the only vote of the holders of any class or series of the Company's capital stock of Apex necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Fairfield Communities Inc)

Voting Requirements. The affirmative vote of the holders of a ------------------- majority of all the Shares entitled to vote approving this Agreement is outstanding shares of Company Common Stock are the only vote votes of the holders of any class or series capital stock of the Company's capital stock Company necessary to approve and adopt this Agreement and approve the Transactions contemplated by this AgreementMerger.

Appears in 1 contract

Samples: Merger Agreement (Talk City Inc)

Voting Requirements. The affirmative vote at the Special Meeting or any adjournment or postponement thereof of the holders of a majority of all the outstanding Shares entitled to vote approving in favor of adopting this Agreement (the "Requisite Company Vote") is the only vote of the holders of any class or series of the Company's capital stock necessary to approve or adopt this Agreement and the Transactions consummation of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (Group 1 Software Inc)

Voting Requirements. The affirmative vote of at least ninety percent of the holders outstanding shares of a majority of all the Shares entitled to vote Company Common Stock approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock Company Securities necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Magellan Technology Inc)

Voting Requirements. (i) The affirmative vote of the holders of -------------------- a majority of all the Shares entitled to vote outstanding shares of Common Stock approving this Agreement (the "Company Stockholder Approval") is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Merger Agreement (Atria Communities Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Shares entitled to vote approving this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (American Buildings Co /De/)

Voting Requirements. The affirmative vote of the holders ------------------- of a majority of all the outstanding Common Shares and outstanding Preferred Shares voting together as one class and entitled to vote approving this Agreement at the Shareholders Meeting is the only vote of the holders of any class or series of the CompanyAllied's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Allied Group Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled to vote outstanding shares of Common Stock approving this Agreement is and an amendment to the Company's Certificate of Incorporation to delete Article XII thereof are the only vote votes of the holders of any class or series of the Company's capital stock securities necessary to approve this Agreement and the Transactions transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Reorganization Agreement (Capsure Holdings Corp)

Voting Requirements. The affirmative vote of the holders of a majority of all the Shares entitled outstanding shares of Company Common Stock to vote approving adopt this Agreement (the "COMPANY STOCKHOLDER APPROVAL") is the only vote of the holders of any class or series of the Company's capital stock necessary to approve adopt this Agreement and approve the Transactions transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (TMP Worldwide Inc)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Common Shares and outstanding Preferred Shares voting together as one class and entitled to vote approving this Agreement at the Shareholders Meeting is the only vote of the holders of any class or series of the CompanyAllied's capital stock necessary to approve this Agreement and the Transactions transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Nationwide Mutual Insurance Co)

Voting Requirements. The affirmative vote of the holders of a majority of all the outstanding Shares entitled to vote approving this Agreement thereon (the "Stockholder Approval") is the only vote of the holders of any class or series of the Company's capital stock necessary of the Company necessary, if any, for the Company to approve and adopt this Agreement and the Transactions transactions contemplated by this Agreementhereby, including the Merger.

Appears in 1 contract

Samples: Merger Agreement (Facet Biotech Corp)

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