Form of Tender and Support Agreement Sample Contracts

FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • January 27th, 2011 • Terremark Worldwide Inc. • Telephone communications (no radiotelephone) • Delaware

TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of January 27, 2011, by and among Verizon Communications Inc., a Delaware corporation (“Parent”), Verizon Holdings Inc., a Delaware corporation (“Purchaser”), and ____________________ (“Stockholder”).

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FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • May 22nd, 2023 • Ironwood Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of May 21, 2023, is entered into by and among Ironwood Pharmaceuticals, Inc., a Delaware corporation (“Parent”), and each of the Persons set forth on Schedule A hereto (each, a “Stockholder” and together with Parent, the “Parties” and each, a “Party”). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Transaction Agreement (as defined below).

FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • January 11th, 2011 • Microfluidics International Corp • Laboratory apparatus & furniture • Delaware

This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of January 10, 2011, is entered into by and among IDEX Corporation, a Delaware corporation (“Parent”), Nano Merger Sub, Inc., a Delaware corporation (the “Purchaser”), and [Michael C. Ferrara / George Uveges / Henry Kay / Stephen J. Robinson / Leo Pierre Roy / Eric G. Walters / Peter F. Byczko / William J. Conroy / Irwin J. Gruverman] (“Stockholder”).

FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • May 24th, 2024 • TriSalus Life Sciences, Inc. • Surgical & medical instruments & apparatus • New York

TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of [·], 2024, by and among TriSalus Life Sciences, Inc., a Delaware corporation (the “Company”), and each of the persons listed on Schedule A hereto (collectively, the “Warrant Holders,” and each a “Warrant Holder”).

FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • May 5th, 2023 • AlTi Global, Inc. • Investment advice • New York

TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of [•], 2023, by and among AlTi Global, Inc., a Delaware corporation (the “Company”), and each of the persons listed on Schedule A hereto (collectively, the “Warrant Holders,” and each a “Warrant Holder”).

FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores

THIS TENDER AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of June 30, 2014, by and among Vestis Retail Group, LLC, a Delaware limited liability company (“Parent”), Everest Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and (“Stockholder”).

FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • September 10th, 2013 • Titanium Asset Management Corp • Investment advice • Delaware

TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of September 9, 2013 (this “Agreement”) by and among TAMCO Holdings, LLC, a Delaware limited liability company (“Parent”), TAMCO Acquisition, LLC, a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), and ________________ (“Shareholder”) and an owner of the Subject Shares (as defined below) of Titanium Asset Management Corp., a Delaware corporation (the “Company”).

FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • November 10th, 2011 • Yahoo Inc • Services-computer integrated systems design • Delaware

This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of October [ ], 2011, is entered into by and among Yahoo! Inc., a Delaware corporation (“Parent”), Innsbruck Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (the “Purchaser”), and [ ] (“Stockholder”). All capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement referred to below.

FORM OF TENDER AND SUPPORT AGREEMENT
Form of Tender and Support Agreement • February 28th, 2024 • Societal CDMO, Inc. • Pharmaceutical preparations • Delaware

This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of _________, 2024, is entered into by and among CoreRx, Inc., a Florida corporation (“Parent”), Cane Merger Sub, Inc., a Pennsylvania corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the undersigned shareholder (the “Shareholder”) of Societal CDMO, Inc., a Pennsylvania corporation (the “Company”). All capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

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