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

Waiver of Appraisal Rights; No Legal Actions. (a) Each Stockholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable Law, including Section 262 of the DGCL, in connection with the Merger. (b) Each Stockholder will not in its capacity as a stockholder of the Company bring, commence, institute, maintain, prosecute or voluntarily aid any Legal Proceeding 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 such Stockholder, 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 and the Contemplated Transactions by the Company Board, constitutes a breach of any fiduciary duty of the Company Board or any member thereof.

Waiver of Appraisal Rights; No Legal Actions. (a) Each The Stockholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable Lawlaw, including Section 262 of the DGCL, DGCL in connection with the Merger. (b) Each The Stockholder will not in its capacity as a stockholder of the Company bring, commence, institute, maintain, prosecute or voluntarily aid any Legal Proceeding which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement, Agreement or (ii) alleges that the execution and delivery of this Agreement agreement by such the Stockholder, 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 and the Contemplated Transactions by the Company BoardBoard of Directors of the Company, constitutes a breach of any fiduciary duty of the Board of Directors of the Company Board or any member thereof.

Waiver of Appraisal Rights; No Legal Actions. (a) Each The Stockholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable Lawlaw, including Section 262 of the DGCL, DGCL in connection with the Merger. (b) Each The Stockholder will not in its capacity as a stockholder of the Company Parent bring, commence, institute, maintain, prosecute or voluntarily aid any Legal Proceeding which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement, Agreement or (ii) alleges that the execution and delivery of this Agreement agreement by such the Stockholder, 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 and the Contemplated Transactions by the Company BoardBoard of Directors of Parent, constitutes a breach of any fiduciary duty of the Company Board of Directors of Parent or any member thereof.

Waiver of Appraisal Rights; No Legal Actions. (a) Each Stockholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable Lawlaw, including Section 262 of the DGCL, DGCL in connection with the Merger. (b) Each Stockholder will not in its such Stockholder’s capacity as a stockholder of the Company bring, commence, institute, maintain, prosecute or voluntarily aid any Legal Proceeding which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement, Agreement or (ii) alleges that the execution and delivery of this Agreement agreement by such Stockholder, either alone or together with the other voting support agreements and proxies to be delivered in connection with the execution of the Merger Agreement, or the approval of the Merger Agreement and the Contemplated Transactions by the Company BoardBoard of Directors of the Company, constitutes a breach of any fiduciary duty of the Board of Directors of the Company Board or any member thereof.

Waiver of Appraisal Rights; No Legal Actions. (a) Each The Stockholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable Lawlaw, including Section 262 of the DGCL, in connection with the Merger. (b) Each The Stockholder will not in its capacity as a stockholder of the Company Zordich bring, commence, institute, maintain, prosecute or voluntarily aid any Legal Proceeding which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement, Agreement or (ii) alleges that the execution and delivery of this Agreement agreement by such the Stockholder, 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 and the Contemplated Transactions by the Company Zordich Board, constitutes a breach of any fiduciary duty of the Company Zordich Board or any member thereof.

Waiver of Appraisal Rights; No Legal Actions. (a) Each The Stockholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable Lawlaw, including Section 262 of the DGCL, DGCL in connection with the Merger. (b) Each The Stockholder will not in its capacity as a stockholder of the Company Zalicus bring, commence, institute, maintain, prosecute or voluntarily aid any Legal Proceeding which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement, Agreement or (ii) alleges that the execution and delivery of this Agreement agreement by such the Stockholder, 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 and the Contemplated Transactions by the Company BoardBoard of Directors of Zalicus, constitutes a breach of any fiduciary duty of the Company Board of Directors of Zalicus or any member thereof.

Waiver of Appraisal Rights; No Legal Actions. (a) Each Stockholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable Lawlaw, including Section 262 of the DGCL, General Corporation Law of the State of Delaware in connection with the Merger. (b) Each Stockholder will not in its capacity as a stockholder of the Company bring, commence, institute, maintain, prosecute or voluntarily aid any Legal Proceeding which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement, Agreement or (ii) alleges that the execution and delivery of this Agreement agreement by such Stockholder, 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 and the Contemplated Transactions by the Company BoardBoard of Directors of the Company, constitutes a breach of any fiduciary duty of the Board of Directors of the Company Board or any member thereof.

Waiver of Appraisal Rights; No Legal Actions. (a) Each Stockholder The Shareholder hereby waives, and agrees not to exercise or assert, any appraisal rights under applicable Lawlaw, including Section 262 238 of the DGCL, Cayman Law in connection with the Merger. (b) Each Stockholder The Shareholder will not in its capacity as a stockholder shareholder of the Company bring, commence, institute, maintain, prosecute or voluntarily aid any Legal Proceeding which (i) challenges the validity or seeks to enjoin the operation of any provision of this Agreement, Agreement or (ii) alleges that the execution and delivery of this Agreement agreement by such Stockholderthe 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 and the Contemplated Transactions by the Company BoardBoard of Directors of the Company, constitutes a breach of any fiduciary duty of the Board of Directors of the Company Board or any member thereof.