Common use of Voting Requirements Clause in Contracts

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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: Agreement and Plan of Merger (Three Rivers Acquisition Corp), Agreement and Plan of Merger (Johnson & Johnson), Agreement and Plan of Merger (Johnson & Johnson)

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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: Agreement and Plan of Merger (Bridgeport Machines Inc), Agreement and Plan of Merger (Sunbeam Corp/Fl/), Agreement and Plan of Merger (First Alert 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 contemplated by this AgreementTransactions.

Appears in 5 contracts

Samples: 5 Agreement and Plan of Merger (Scotsman Industries Inc), Agreement and Plan of Merger (Detection Systems Inc), Agreement and Plan of Merger (Bosch Security Systems Corp)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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: Agreement and Plan of Merger (Building One Services Corp), Agreement and Plan of Merger (Three Rivers Acquisition Corp), Agreement and Plan of Merger (Alliance Imaging Inc /De/)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares shares of Common Stock approving 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: Agreement and Plan of Merger (Duty Free International Inc), Agreement and Plan of Merger (Duty Free International Inc), Agreement and Plan of Merger (Baa PLC /Fi)

Voting Requirements. The affirmative vote of the holders of a majority of the issued and outstanding Shares of Company Common Stock, voting as a single class at the Shareholders' Meeting (as defined in Section 6.5(a)), is the only vote of the holders of any class or series of the Company's capital stock of Company necessary to approve this Agreement and the transactions contemplated by this Agreementhereby.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Electronics Boutique Holdings Corp), Agreement and Plan of Merger (Barnes & Noble Inc), Agreement and Plan of Merger (Funco Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares shares of Stock entitled to vote 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: Securities Purchase Agreement (Kevco Partners Investment Trust), Stock Purchase Agreement (Kevco Inc), Securities Purchase Agreement (Kevco Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power of all outstanding Shares Shares, voting as a single class, at the Special Meeting 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 contemplated by this Agreementhereby in order to effect the Merger.

Appears in 3 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the issued and outstanding Shares 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: Agreement and Plan of Merger (Advance America, Cash Advance Centers, Inc.), Agreement and Plan of Merger (Odyssey Healthcare Inc), Agreement and Plan of Merger (Gentiva Health Services Inc)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of the outstanding Shares 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 contemplated by this Agreement.

Appears in 3 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares at the Company Stockholder Meeting to 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 Merger and the transactions contemplated by this Agreementhereby and thereby.

Appears in 3 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of the outstanding Shares 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: Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Ewok Acquisition Corp), Agreement and Plan of Merger (Endogen Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares shares of Company Common Stock with respect to 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 contemplated by this Agreement.

Appears in 3 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the issued and outstanding Shares Shares, voting as a single class at the Company Shareholders' Meeting 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 contemplated by this Agreementhereby.

Appears in 3 contracts

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

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

Appears in 3 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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 contemplated by this Agreement.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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 contemplated by this Agreement.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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 contemplated by this Agreementhereby.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority at least two thirds of the outstanding Shares shares of Company Common Stock entitled to 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: Rights Agreement (Lift Acquisition Co Inc), 5 Agreement and Plan of Merger (Raymond Corp)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding votes cast by the holders of the Shares and Preferred Shares entitled to vote 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 contemplated by this Agreement.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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: Agreement and Plan of Merger (Stant Corp), Agreement and Plan of Merger (Tomkins PLC)

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 the outstanding Shares 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 the issued and outstanding Shares Shares, voting as a single class, at the Company Stockholders' Meeting (as hereinafter defined) 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 contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Innovex Inc), Agreement and Plan of Merger (Adflex Solutions Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Common Shares entitled to vote at the Stockholders Meeting (as defined in Section 4.2) 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 2 contracts

Samples: Agreement and Plan of Merger (Portec Inc), Agreement and Plan of Merger (Code Hennessy & Simmons Ii Lp)

Voting Requirements. The affirmative vote of the holders of a majority of the issued and outstanding Shares shares of Company Common Stock with respect to 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 contemplated by this Agreement.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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: Agreement and Plan of Merger (Parker Drilling Co /De/), Agreement and Plan of Merger (Superior Energy Services Inc)

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

Appears in 2 contracts

Samples: Agreement and Plan of Merger (All American Group Inc), Agreement and Plan of Merger (H.I.G. All American, LLC)

Voting Requirements. The affirmative vote of the holders of a majority 66 2/3% of the voting power of all outstanding Shares Shares, voting as a single class, at the Company's Stockholders Meeting 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 contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Handy & Harman), Agreement and Plan of Merger (Handy & Harman)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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 contemplated by this Agreement.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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 contemplated by this Agreement.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares entitled to vote 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 Merger and the other transactions contemplated by this Agreementhereby.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority of the shares of Company Common Stock outstanding Shares 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 contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sanmina Corp/De), Agreement and Plan of Merger (Mypoints Com Inc)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of the voting power of all outstanding Shares Shares, 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 contemplated by this Agreementhereby.

Appears in 2 contracts

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

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of the issued and outstanding Shares shares of Company Voting Stock, voting as a single class at the Company Shareholders Meeting to approve 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 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: Agreement and Plan of Merger (Netsilicon Inc)

Voting Requirements. The affirmative vote of the holders of a majority Members executing this Agreement are the only votes of the outstanding Shares is the only vote of the holders of any class or series of the Company's capital stock Company necessary to approve and adopt this Agreement and approve the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the issued and outstanding Shares 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 contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Employment Agreement (Stephan Co)

Voting Requirements. The affirmative vote of the holders of a -------------------- majority of the outstanding Shares 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 contemplated by this Agreement.

Appears in 1 contract

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

Voting Requirements. The affirmative vote of the holders of at least a majority of the total number of votes entitled to be cast by the holders of the Common Shares outstanding Shares as of the record date for the Company Shareholder Meeting (as defined herein) 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 and the transactions contemplated by this AgreementAgreement (including the Merger).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Apl LTD)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power represented by the outstanding Shares shares of Company Common Stock entitled to vote 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: Agreement and Plan of Merger (General Electric Co)

Voting Requirements. The affirmative vote of the ------------------- holders of at least a majority of the outstanding Shares shares of Common Stock entitled to be cast approving and adopting 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 the Offer, the Merger, this Agreement and the transactions contemplated by this Agreementhereby or thereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (New England Business Service Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the shares of Company capital stock outstanding Shares 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 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 the outstanding Shares 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 contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cordis Corp)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares shares of each of the Class A Stock and Class B Stock, each voting as a separate class (the "COMPANY SHAREHOLDER APPROVAL"), 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 1 contract

Samples: Agreement and Plan of Merger (Block Drug Co Inc)

Voting Requirements. The affirmative vote of the holders of a majority of Shareholders (the outstanding Shares "Apex Shareholder Approval") to 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 contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fairfield Communities Inc)

Voting Requirements. The affirmative vote at the Special Meeting or any adjournment or postponement thereof of the holders of a majority of the outstanding Shares 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 consummation of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Group 1 Software Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power of all outstanding Shares shares of Company Common Stock 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 capital stock necessary to approve this Agreement and the transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Firepond Inc)

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Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Common Shares and outstanding Preferred Shares voting together as one class and entitled to vote 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 contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nationwide Mutual Insurance Co)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares entitled to vote 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 contemplated by this Agreementhereby, including the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Facet Biotech Corp)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power represented by the outstanding Shares shares of Company Common Stock entitled to vote 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 capital stock necessary to approve adopt this Agreement and approve the transactions contemplated by this AgreementMerger.

Appears in 1 contract

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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 1 contract

Samples: Agreement and Plan of Merger (American Buildings Co /De/)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power represented by the outstanding Common Shares and outstanding Preferred Shares voting together as one class and entitled to vote 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 contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nationwide Mutual Insurance Co)

Voting Requirements. The affirmative vote of the holders ------------------- of a majority of the outstanding Common Shares and outstanding Preferred Shares voting together as one class and entitled to vote 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 contemplated by this Agreement.

Appears in 1 contract

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

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares to 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 contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aviron)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares Company Stock entitled to 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: Agreement and Plan of Merger (Amreit)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of the outstanding Shares is 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 contemplated by this Agreement.Agreement (the "Company Requisite Vote"). 3.19

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nipsco Industries Inc)

Voting Requirements. The separate affirmative vote votes of the holders of a majority two-thirds of the outstanding Shares 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 contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SLM Holding Corp)

Voting Requirements. (i) The affirmative vote of the holders of -------------------- a majority of the outstanding Shares 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: Agreement and Plan of Merger (Atria Communities Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares shares of the Company Common Stock at the Special Meeting 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 contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Jenny Craig Inc/De)

Voting Requirements. (i) The affirmative vote of the holders of a majority of the outstanding Shares 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: Agreement and Plan of Merger (Lazard Freres Real Estate Investors LLC)

Voting Requirements. The affirmative vote of the holders of a majority of the voting power of all outstanding Shares shares of Company Common Stock 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 capital stock necessary to approve this Agreement and the transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Firepond Inc)

Voting Requirements. The affirmative vote of the holders of a majority at least two thirds of the outstanding Shares shares of Company Common Stock entitled to 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.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Raymond Corp)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares shares of Company Common Stock to 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 contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (TMP Worldwide Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding ------------------- votes entitled to be cast by the holders of Shares entitled to vote 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 other transactions contemplated hereby to be consummated by this AgreementCompany.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Xcellenet Inc /Ga/)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares is 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 contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Digitalthink Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares votes cast by all shareholders entitled to 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 contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aci Acquisition Partners Inc)

Voting Requirements. The affirmative vote of the holders of a ------------------- majority of the outstanding Shares 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: Agreement and Plan of Reorganization (Numerical Technologies Inc)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of the outstanding Shares shares of Company Common Stock entitled to vote thereon (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 and adopt this Merger Agreement and the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eglobe Inc)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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 other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Florafax International 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 contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dyson Kissner Moran Corp)

Voting Requirements. The affirmative vote of the holders of a majority at least ninety percent of the outstanding Shares 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 Company Securities necessary to approve this Agreement and the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Magellan Technology Inc)

Voting Requirements. The affirmative vote of the holders of a -------------------- majority of all the outstanding Shares shares of Company Common Stock entitled to 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.

Appears in 1 contract

Samples: Banks and Brokers Call

Voting Requirements. The affirmative vote of the holders of ------------------- a majority of the voting power represented by the outstanding Common Shares and outstanding Preferred Shares voting together as one class and entitled to vote 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 contemplated by this Agreement.

Appears in 1 contract

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

Voting Requirements. The affirmative vote of the holders of a majority of the issued and outstanding Shares 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 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 the outstanding votes cast by the holders of the Shares entitled to vote 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 contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Conseco Inc Et Al)

Voting Requirements. The affirmative vote of the holders of a majority of the outstanding Shares 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: Agreement and Plan of Merger (Perceptron Inc/Mi)

Voting Requirements. The affirmative vote of the holders of a majority two-thirds of the outstanding Shares is 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 contemplated by this AgreementAgreement (the "Company Requisite Vote").

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bay State Gas Co /New/)

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