Common use of Appraisal and Dissenters’ Rights Clause in Contracts

Appraisal and Dissenters’ Rights. The Stockholder hereby (a) irrevocably and unconditionally waives, and agrees not to assert or perfect, any rights of appraisal or rights to dissent from the Transactions that the Stockholder may have by virtue of ownership of Shares and (b) agrees not to commence or participate in any claim, derivative or otherwise, against the Company relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Transactions, including any claim (1) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or (2) alleging a breach of any fiduciary duty of the Board of Directors of the Company in connection with this Agreement, the Merger Agreement or the Transactions.

Appears in 3 contracts

Samples: Form of Support Agreement (Zurn Water Solutions Corp), Asset Transfer Agreement (Zurn Water Solutions Corp), Asset Transfer Agreement (Zurn Water Solutions Corp)

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Appraisal and Dissenters’ Rights. The Each Company Stockholder hereby (ai) irrevocably and unconditionally waives, and agrees not to assert or perfect, any rights of appraisal or rights to dissent from the Transactions Starship Merger that the Company Stockholder may have by virtue of ownership of Voting Shares and (bii) agrees not to commence or participate in any claim, derivative or otherwise, against the Company relating to the negotiation, execution or delivery of this Agreement or the Merger Reorganization Agreement or the consummation of the TransactionsMergers, including any claim (1) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or (2) alleging a breach of any fiduciary duty of the Board of Directors of the Company in connection with this Agreement, the Merger Reorganization Agreement or the TransactionsMergers.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (FTAC Olympus Acquisition Corp.), Form of Voting Agreement (FTAC Olympus Acquisition Corp.)

Appraisal and Dissenters’ Rights. The Each Company Stockholder hereby (a) irrevocably and unconditionally waives, and agrees not to assert or perfect, any rights of appraisal or rights to dissent from the Merger or any other Transactions that the Company Stockholder may have by virtue of ownership of Voting Shares and (b) agrees not to commence or participate in any claim, derivative or otherwise, against the Company relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Merger or any other Transactions, including any claim (1i) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or (2ii) alleging a breach of any fiduciary duty of the Board board of Directors directors of the Company in connection with this Agreement, the Merger Agreement Agreement, the Merger or the any other Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (D8 Holdings Corp.)

Appraisal and Dissenters’ Rights. The Stockholder Each Company Member hereby (a) irrevocably and unconditionally waives, and agrees not to assert or perfect, any rights of appraisal or rights to dissent from the Transactions that the Stockholder Company Member may have by virtue of ownership of Shares the Voting Units and (b) agrees not to commence or participate in any claim, derivative or otherwise, against the Company relating to the negotiation, execution or delivery of this Agreement or the Merger Transaction Agreement or the consummation of the Transactions, including any claim (1i) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or (2ii) alleging a breach of any fiduciary duty of the Board of Directors managers of the Company in connection with this Agreement, the Merger Transaction Agreement or the Transactions.

Appears in 1 contract

Samples: Member Support Agreement (Learn CW Investment Corp)

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Appraisal and Dissenters’ Rights. The Each Company Stockholder hereby (ai) irrevocably and unconditionally waives, and agrees not to assert or perfect, any rights of appraisal or rights to dissent from the Merger or any other Transactions that the Company Stockholder may have by virtue of ownership of Voting Shares and (bii) agrees not to commence or participate in any claim, derivative or otherwise, against the Company relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the consummation of the Merger or any other Transactions, including any claim (1) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or (2) alleging a breach of any fiduciary duty of the Board of Directors of the Company in connection with this Agreement, the Merger Agreement Agreement, the Merger or the any other Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fusion Acquisition Corp.)

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