Voting and Tender Agreement Sample Contracts

RECITALS
Voting and Tender Agreement • December 22nd, 2005 • Progress Software Corp /Ma • Services-prepackaged software • Delaware
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EX-10.1 3 dex101.htm VOTING AND TENDER AGREEMENT VOTING AND TENDER AGREEMENT
Voting and Tender Agreement • May 5th, 2020 • Delaware

This VOTING AND TENDER AGREEMENT (this “Agreement”), dated August 29, 2010, is by and among 3M Company, a Delaware corporation (“Parent”), Ventura Acquisition Corporation, a Delaware corporation and wholly-owned Subsidiary of Parent (“Merger Sub”), and the stockholders of Cogent, Inc., a Delaware corporation (the “Company”), set forth on Schedule A hereto (each a “Stockholder” and, collectively the “Stockholders”).

EX-10.1 3 a05-22110_1ex10d1.htm MATERIAL CONTRACTS EXHIBIT A VOTING AND TENDER AGREEMENT
Voting and Tender Agreement • May 5th, 2020 • Delaware

This VOTING AND TENDER AGREEMENT (this “Agreement”), is made and entered into as of December 19, 2005, by and among Progress Software Corporation, a Massachusetts corporation (“Parent”), Noble Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the undersigned stockholder (“Stockholder”) of NEON Systems, Inc., a Delaware corporation (the “Company”).

Voting and Tender Agreement
Voting and Tender Agreement • December 22nd, 2005 • Neon Systems Inc • Services-prepackaged software • Delaware

This Voting and Tender Agreement (this “Agreement”), is made and entered into as of December 19, 2005, by and among Progress Software Corporation, a Massachusetts corporation (“Parent”), Noble Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the undersigned stockholder (“Stockholder”) of NEON Systems, Inc., a Delaware corporation (the “Company”).

VOTING AND TENDER AGREEMENT by and among INVITROGEN CORPORATION and SIDNEY R. KNAFEL, DOUGLAS R. KNAFEL 1978 TRUST, ANDREW G. KNAFEL 1978 TRUST, DOUGLAS R. AND ANDREW G. KNAFEL 1976 TRUST, DOUGLAS R. KNAFEL 1983 TRUST, ANDREW G. KNAFEL, KNAFEL FAMILY...
Voting and Tender Agreement • January 5th, 2004 • Bioreliance Corp • Services-commercial physical & biological research • Delaware

This Voting and Tender Agreement (this “Agreement”) is entered into as of December 24, 2003, by and among Invitrogen Corporation, a Delaware corporation (“Parent”), and Sidney R. Knafel, Douglas R. Knafel 1978 Trust, Andrew G. Knafel 1978 Trust, Douglas R. and Andrew G. Knafel 1976 Trust, Douglas R. Knafel 1983 Trust, Andrew G. Knafel, Knafel Family Foundation, Estate of Susan R. Knafel and ICI Communications, Inc. (collectively, the “Stockholders”).

VOTING AND TENDER AGREEMENT
Voting and Tender Agreement • October 2nd, 2012 • Ceradyne Inc • Miscellaneous manufacturing industries • Delaware

This VOTING AND TENDER AGREEMENT (this “Agreement”), dated September 30, 2012, is by and among 3M COMPANY, a Delaware corporation (“Parent”), CYBORG ACQUISITION CORPORATION, a Delaware corporation and wholly owned Subsidiary of Parent (“Merger Sub”), and the stockholders of CERADYNE, INC., a Delaware corporation (the “Company”), set forth on Schedule A hereto (each a “Stockholder” and, collectively the “Stockholders”).

Contract
Voting and Tender Agreement • May 5th, 2020 • New York

<DOCUMENT> <TYPE>EX-2.2 <SEQUENCE>3 <FILENAME>a2027462zex-2_2.txt <DESCRIPTION>EXHIBIT 2.2 <TEXT> <PAGE> Exhibit 2.2 BLOCK DRUG COMPANY, INC. VOTING AND TENDER AGREEMENT BLOCK DRUG COMPANY, INC. VOTING AND TENDER AGREEMENT (this "Agreement"), dated as of October 7, 2000, among SmithKline Beecham plc, a public limited company organized under the laws of England and Wales ("Parent"), SB Acquisition Corp., a New Jersey corporation ("Purchaser") and each of the shareholders of Block Drug Company, Inc., a New Jersey corporation (the "Company"), listed on Schedule I hereto (each a "Shareholder" and, collectively, the "Shareholders"). W I T N E S S E T H: WHEREAS, concurrently herewith, Parent, Purchaser and the Company are entering into an Agreement and Plan of Merger (as such agreement may hereafter be amended from time to time, the "Merger Agreement"), pursuant to which the Company will be merged with and into Purchaser (the "Merger"); and WHEREAS, as an inducement and a condition to enter

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