Common use of Waiver of Appraisal Rights; No Legal Actions Clause in Contracts

Waiver of Appraisal Rights; No Legal Actions. a. The Shareholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable law in connection with the Merger. b. Subject to Section 10 hereof, the Shareholder will not, in his, her or its capacity as a shareholder of M-CO, bring, commence, institute, maintain, prosecute or voluntarily aid any action, arbitration, cause of action, claim, complaint, criminal prosecution, demand letter, governmental or other examination or investigation, hearing, inquiry, administrative or other proceeding, or notice by any Person alleging potential liability, which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement or (ii) alleges that the execution and delivery of this Agreement by the Shareholder, either alone or together with the other voting agreements and proxies to be delivered in connection with the execution of the Merger Agreement, or the approval of the Merger Agreement by the Board of Directors of M-CO, constitutes a breach of any fiduciary duty of the Board of Directors of M-CO or any member thereof.

Appears in 11 contracts

Samples: Shareholder Voting Agreement (Leap Therapeutics, Inc.), Shareholder Voting Agreement (Leap Therapeutics, Inc.), Shareholder Voting Agreement (Leap Therapeutics, Inc.)

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Waiver of Appraisal Rights; No Legal Actions. a. The Shareholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable law in connection with the Merger. b. Subject to Section 10 hereof, the Shareholder will not, in his, her or its capacity as a shareholder of M-COLeap, bring, commence, institute, maintain, prosecute or voluntarily aid any action, arbitration, cause of action, claim, complaint, criminal prosecution, demand letter, governmental or other examination or investigation, hearing, inquiry, administrative or other proceeding, or notice by any Person alleging potential liability, which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement or (ii) alleges that the execution and delivery of this Agreement by the Shareholder, either alone or together with the other voting agreements and proxies to be delivered in connection with the execution of the Merger Agreement, or the approval of the Merger Agreement by the Board of Directors of M-COLeap, constitutes a breach of any fiduciary duty of the Board of Directors of M-CO Leap or any member thereof.

Appears in 5 contracts

Samples: Shareholder Voting Agreement (Leap Therapeutics, Inc.), Shareholder Voting Agreement (Leap Therapeutics, Inc.), Shareholder Voting Agreement (Leap Therapeutics, Inc.)

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