Common use of No Adjustments Clause in Contracts

No Adjustments. Such Stockholder and the Company acknowledge and agree that (a) no changes may be made to such Stockholder’s directives to exercise the Warrants and/or Company Stock Options, as applicable, issue the applicable shares of Common Stock to such Stockholder and transfer all of the share certificates with respect to the shares pursuant to Sections 4.7 though 4.10 without the express written consent of Parent, (b) Parent is an intended beneficiary of Sections 4.7 through 4.10 and (c) all Stockholder directives pursuant to Sections 4.7 through 4.10 shall be binding, as applicable, upon Stockholder’s estate, beneficiaries, heirs, successors, assigns and any other person who may acquire beneficial ownership of, or any other interest in, the Warrants and/or the Company Stock Options.

Appears in 2 contracts

Samples: Tender and Support Agreement (Inhibitex, Inc.), Tender and Support Agreement (Inhibitex, Inc.)

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No Adjustments. Such Stockholder and the Company acknowledge and agree that (a) no changes may be made to such Stockholder’s directives to exercise the Warrants and/or Company Stock Options, as applicable, issue the applicable shares of Common Stock to such Stockholder and transfer all of the share certificates with respect to the shares pursuant to Sections 4.7 though 4.10 without the express written consent of Parent, (b) Parent is an intended beneficiary of Sections 4.7 through 4.10 and (c) all Stockholder directives pursuant to Sections 4.7 through 4.10 shall be binding, as applicable, upon Stockholder’s estate, beneficiaries, heirs, successors, assigns and any other person who may acquire beneficial ownership of, or any other interest in, the Warrants and/or the Company Stock Options.

Appears in 2 contracts

Samples: Tender and Support Agreement (Iris International Inc), Tender and Support Agreement (Bristol Myers Squibb Co)

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No Adjustments. Such Stockholder Each of the Stockholders and the Company acknowledge and agree that unless this Agreement is terminated (a) no changes may be made to the Stockholders’ directives to exercise such Stockholder’s directives to exercise the Warrants and/or Company Stock Options, as applicable, issue the applicable shares of Common Stock to such Stockholder and transfer all of the share certificates with respect to the shares pursuant to Sections 4.7 though 4.10 4.6 through 4.9 without the express written consent of Parent, (b) Parent is an intended beneficiary of Sections 4.7 4.6 through 4.10 4.9 and (c) all Stockholder of the Stockholders’ directives pursuant to Sections 4.7 4.6 through 4.10 4.9 shall be binding, as applicable, upon such Stockholder’s estate, beneficiaries, heirs, successors, assigns and any other person who may acquire beneficial ownership of, or any other interest in, the Warrants and/or the such Stockholder’s Company Stock Options.

Appears in 1 contract

Samples: Tender and Support Agreement (Midas Inc)

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