Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v), the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactions.
Appears in 4 contracts
Samples: Merger Agreement (Energy Transfer Equity, L.P.), Merger Agreement (Williams Companies Inc), Merger Agreement (Williams Companies Inc)
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v3.02(e), the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ ' Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Merger Transactions.
Appears in 2 contracts
Samples: Merger Agreement (Fidelity National Financial, Inc.), Merger Agreement (Fidelity National Financial, Inc.)
Voting Requirements. Assuming the accuracy of the representations and warranties of Parent and Sub set forth in Section 3.02(v3.02(g), the affirmative vote of holders of a majority of the outstanding shares votes cast by all shareholders of Company Common Stock entitled to vote thereon at the Company StockholdersShareholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Shareholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactionstransactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (Teleflex Inc), Merger Agreement (Arrow International Inc)
Voting Requirements. Assuming the accuracy of the representations and warranties of Parent and Merger Sub set forth in Section 3.02(v3.02(n), the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactionstransactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Trane Inc.), Merger Agreement (Ingersoll Rand Co LTD)
Voting Requirements. Assuming the accuracy of the representations Parent's representation and warranties set forth warranty contained in Section 3.02(v3.3(l) (without giving effect to the knowledge qualification thereof), the affirmative vote at the Company Stockholders Meeting (the "Company Stockholder Approval") of the holders of a the majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof 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 of the Company necessary for the Company to approve and adopt this Agreement and approve and consummate the Transactionstransactions contemplated hereby, including the Merger.
Appears in 2 contracts
Samples: Merger Agreement (Williams Companies Inc), Merger Agreement (Mapco Inc)
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v3.02(g), the affirmative vote of holders of a majority at least two-thirds (2/3rds) of the outstanding shares of Company Common Stock Shares entitled to vote thereon at the Company Stockholders’ Shareholders Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder ApprovalRequisite Vote”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the TransactionsMerger and the other transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Sparton Corp), Merger Agreement (Sparton Corp)
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v3.02(i), the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Merger Transactions.
Appears in 2 contracts
Samples: Merger Agreement (Covance Inc), Merger Agreement (Laboratory Corp of America Holdings)
Voting Requirements. Assuming that the accuracy of the representations and warranties set forth representation in Section 3.02(v)3.02(g) is true and correct, the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactionstransactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (Serologicals Corp), Merger Agreement (Millipore Corp /Ma)
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v3.02(f), the affirmative vote of holders of a majority two-thirds of all the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt approve this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactionstransactions contemplated hereby.
Appears in 2 contracts
Samples: Share Exchange Agreement (Millipore Corp /Ma), Share Exchange Agreement (Millipore Corp /Ma)
Voting Requirements. Assuming the accuracy of the representations representation given by Parent and warranties set forth Sub in Section 3.02(v3.02(f), the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactionstransactions contemplated hereby.
Appears in 1 contract
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v3.02(f), the affirmative vote at the Stockholders Meeting or any adjournment or postponement thereof of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt in favor of adopting this Agreement (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 for the Company to approve or adopt this Agreement and approve and or to consummate the TransactionsMerger and the other transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Netezza Corp)
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v3.02(e), the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Merger Transactions.
Appears in 1 contract
Samples: Merger Agreement (Lender Processing Services, Inc.)
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v3.02 (v), the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactions.
Appears in 1 contract
Samples: Merger Agreement
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v), the The affirmative vote of holders of a majority of all the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) ), unless Section 253 of the DGCL shall be applicable, is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactionstransactions contemplated hereby.
Appears in 1 contract
Voting Requirements. Assuming the accuracy of the representations and warranties set forth in Section 3.02(v3.02(i), the affirmative vote of holders of a majority of the outstanding shares of Company Common Stock entitled to vote thereon at the Company Stockholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Merger Transactions.
Appears in 1 contract
Voting Requirements. Assuming the accuracy of the representations and warranties of Parent and Sub set forth in Section 3.02(v3 02(g), the affirmative vote of holders of a majority of the outstanding shares votes cast by all shareholders of Company Common Stock entitled to vote thereon at the Company StockholdersShareholders’ Meeting or any adjournment or postponement thereof to adopt this Agreement (the “Company Stockholder Shareholder Approval”) is the only vote of the holders of any class or series of capital stock of the Company necessary for the Company to adopt this Agreement and approve and consummate the Transactionstransactions contemplated hereby.
Appears in 1 contract