Xxxxx Shareholder Agreement. Shareholder acknowledges that the execution hereof by Shareholder and the execution by any other shareholders of Xxxxx of similar agreements in connection with the Merger, is not a violation of, and, in particular, does not constitute a "transfer" under, the Shareholder Agreement among the shareholders of Xxxxx dated April 16, 1996. Shareholder further acknowledges and agrees that the Merger and the transactions contemplated thereby and by this Market Stand-Off Agreement do not constitute any liquidation or redemption event applicable to the Subject Shares under the Articles of Incorporation, Bylaws or other organizational documents of Xxxxx, or contracts to which such Shareholder is a party.
Appears in 1 contract
Samples: Merger Agreement (Access Beyond Inc)
Xxxxx Shareholder Agreement. Shareholder acknowledges that the execution hereof by Shareholder and the execution by any other shareholders of Xxxxx of similar agreements in connection with the Merger, is not a violation of, and, in particular, does not constitute a "transferTransfer" or "Disposition" under, the Shareholder Agreement among the shareholders of Xxxxx dated April 16, 1996. Shareholder further acknowledges and agrees that the Merger and the transactions contemplated thereby and by this Market Stand-Off Voting Agreement do not constitute any liquidation or redemption event applicable to the Subject Shares under the Articles of Incorporation, Bylaws or other organizational documents of Xxxxx, or contracts to which such Shareholder is a party.
Appears in 1 contract
Samples: Merger Agreement (Access Beyond Inc)
Xxxxx Shareholder Agreement. Shareholder acknowledges that the execution hereof by Shareholder and the execution by any other shareholders of Xxxxx of similar agreements in connection with the Merger, is not a violation of, and, in particular, does not constitute a "transferTransfer" under, or "Disposition" under the Shareholder Agreement among the shareholders of Xxxxx dated April 16, 1996. Shareholder further acknowledges and agrees that the Merger and the transactions contemplated thereby and by this Market Stand-Off Affiliate Agreement do does not constitute any liquidation or redemption event applicable to the Subject Shares Merger Securities under the Articles of Incorporation, Bylaws or other organizational documents of Xxxxx, or contracts to which such Shareholder is a party.
Appears in 1 contract
Samples: Merger Agreement (Access Beyond Inc)
Xxxxx Shareholder Agreement. Shareholder acknowledges that the execution hereof by Shareholder and the execution by any other shareholders of Xxxxx of similar agreements in connection with the Merger, is not a violation of, and, in particular, does not constitute a "transferTransfer" or "Disposition" under, the Shareholder Agreement among the shareholders of Xxxxx dated April 16, 1996. Shareholder further acknowledges and agrees that the Merger Agreement and the transactions contemplated thereby and by this Market Stand-Off Voting Agreement do not constitute any liquidation or redemption event applicable to the Subject Shares under the Articles of Incorporation, Bylaws or other organizational documents of Xxxxx, or contracts to which such Shareholder is a party.
Appears in 1 contract
Samples: Merger Agreement (Access Beyond Inc)