No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Shares from the Offer unless and until (i) the Offer expires without Acquisition Sub having accepted for payment any Company Shares tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 hereof.
Appears in 11 contracts
Samples: Tender and Support Agreement (Vitacost.com, Inc.), Tender and Support Agreement (JHH Capital, LLC), Tender and Support Agreement (Great Hill Investors LLC)
No Withdrawal. Prior to the Termination Date, Stockholder agrees not to withdraw, and not to withdraw or cause or permit to be withdrawn, withdrawn any Company of the Subject Shares from the Offer unless and until (i) the Offer expires without Acquisition Sub having accepted for payment any exchange shares of Company Shares Common Stock validly tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 hereofOffer.
Appears in 8 contracts
Samples: Stockholder Agreement (Peets Coffee & Tea Inc), Stockholder Agreement (Diedrich Coffee Inc), Stockholder Agreement (Diedrich Coffee Inc)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any shares of Company Shares Common Stock from the Offer unless and until (iA) the Offer expires without Acquisition Sub Merger Subsidiary having accepted for payment any shares of Company Shares Common Stock tendered in the Offer or (iiB) termination of this Agreement in accordance with Section 6.03 hereof.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (CERNER Corp), Tender and Support Agreement (Oracle Corp), Agreement and Plan of Merger (Responsys Inc)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Shares from the Offer unless and until (i) the Offer expires without Acquisition Sub Purchaser having accepted for payment any Company Shares tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 6.4 hereof.
Appears in 7 contracts
Samples: Tender and Support Agreement (Chicago Merger Sub, Inc.), Tender and Support Agreement (Chicago Merger Sub, Inc.), Tender and Support Agreement (Chicago Merger Sub, Inc.)
No Withdrawal. Stockholder Shareholder agrees not to withdraw, and not to withdraw or cause or permit to be withdrawn, withdrawn any Company of the Subject Shares from the Offer unless and until until: (ia) the Offer expires without Acquisition Sub having accepted for payment any Company Shares Securities validly tendered in the Offer or (ii) termination of this Agreement the Offer shall otherwise have been terminated in accordance with Section 6.03 hereofthe terms of the Master Agreement; or (b) the Expiration Time.
Appears in 5 contracts
Samples: Tender and Voting Agreement (Ebay Inc), Tender and Voting Agreement (Ebay Inc), Tender and Voting Agreement (Ebay Inc)
No Withdrawal. Stockholder agrees The Stockholders agree not to withdraw, and not to cause or permit to be withdrawn, any Company Shares from the Offer unless and until (i) the Offer expires without Acquisition Sub having accepted for payment any Company Shares tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 hereof.
Appears in 3 contracts
Samples: Tender and Support Agreement (Kroger Co), Tender and Support Agreement (Roundy's, Inc.), Tender and Support Agreement (Graftech International LTD)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Shares from the Offer unless and until the earlier to occur of (i) the expiration of the Offer expires without Acquisition Sub having accepted for payment any Company Shares tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 6.3 hereof.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (E2open Inc), Tender and Support Agreement (Insight Venture Partners IX, L.P.), Tender and Support Agreement (Insight Venture Partners IX, L.P.)
No Withdrawal. Stockholder agrees not to withdraw, and not to withdraw or cause or permit to be withdrawn, withdrawn any Company of the Subject Shares from the Offer unless and until (i) the Offer expires without Acquisition Sub having accepted for payment any shares of Company Shares Common Stock validly tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 hereofOffer.
Appears in 2 contracts
Samples: Stockholder Agreement (Cv Therapeutics Inc), Stockholder Agreement (Gilead Sciences Inc)
No Withdrawal. Stockholder agrees not to withdraw, and not to withdraw or cause or permit to be withdrawn, withdrawn any Company Subject Shares from tendered in the Offer unless and until (i) the Offer terminates or expires without Acquisition Sub Merger Subsidiary having accepted for payment any shares of Company Shares Stock, including the Subject Shares, validly tendered in the Offer or (ii) termination of this Agreement Offer, in each case, in accordance with Section 6.03 hereofthe terms of the Merger Agreement.
Appears in 2 contracts
Samples: Tender and Voting Agreement (Pappajohn John), Tender and Voting Agreement (Conmed Healthcare Management, Inc.)
No Withdrawal. Stockholder Shareholder agrees not to withdraw, and not to withdraw or cause or permit to be withdrawn, withdrawn any Company of the Subject Shares from the Offer unless and until (i) the Offer expires without Acquisition Sub having accepted for payment any exchange shares of Company Shares Common Stock validly tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 hereofOffer.
Appears in 2 contracts
Samples: Shareholder Agreement (Rovi Corp), Shareholder Agreement (Sonic Solutions/Ca/)
No Withdrawal. Each Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Shares from the Offer unless and until (i) the Offer expires without Acquisition Sub having accepted for payment any Company Shares tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 6.3 hereof.
Appears in 2 contracts
Samples: Tender and Support Agreement, Tender and Support Agreement (Leapfrog Enterprises Inc)
No Withdrawal. The Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any shares of Company Shares C-1 Preferred Stock from the Offer unless and until (i) the Offer expires without Acquisition Merger Sub having accepted for payment any shares of Company Shares C-1 Preferred Stock tendered in the Offer or (ii) the termination of this Agreement in accordance with Section 6.03 hereof.
Appears in 2 contracts
Samples: Tender and Support Agreement (VirtualScopics, Inc.), Tender and Support Agreement (BioTelemetry, Inc.)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any shares of Company Shares Common Stock from the Offer unless and until (i) the Offer expires without Acquisition Sub Merger Subsidiary having accepted for payment any shares of Company Shares Common Stock tendered in the Offer or (ii) the termination of this Agreement in accordance with Section 6.03 hereofbelow.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Micros Systems Inc), Agreement and Plan of Merger (Micros Systems Inc)
No Withdrawal. The Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any shares of Company Shares Common Stock from the Offer unless and until (i) the Offer expires without Acquisition Merger Sub having accepted for payment any shares of Company Shares Common Stock tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 hereof.
Appears in 2 contracts
Samples: Tender and Support Agreement (VirtualScopics, Inc.), Tender and Support Agreement (BioTelemetry, Inc.)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any shares of Company Shares Common Stock from the Offer unless and until (iA) the Offer expires without Acquisition Sub Merger Subsidiary having accepted for payment any shares of Company Shares Common Stock tendered in into the Offer or (iiB) termination of this Agreement is terminated in accordance with Section 6.03 hereof.
Appears in 2 contracts
Samples: Tender and Support Agreement (MRV Communications Inc), Tender and Support Agreement
No Withdrawal. Each Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Covered Shares from the Offer unless and until (i) the Offer expires without Acquisition Sub having accepted for payment any Company Shares tendered in the Offer or (ii) termination of this Agreement is terminated in accordance with Section 6.03 hereof6.03.
Appears in 2 contracts
Samples: Tender and Support Agreement (Gurnet Holding Co), Tender and Support Agreement (Corium International, Inc.)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Subject Shares from the Offer unless and until (i) the Offer expires without Acquisition Merger Sub having accepted for payment any Company Shares tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 6.2 hereof. In the case of the foregoing, Parent and Merger Sub shall promptly return, and shall cause any depository acting on behalf of Parent and Merger Sub to return, all tendered Subject Shares to the Stockholder.
Appears in 1 contract
No Withdrawal. Stockholder Shareholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Subject Shares from the Offer Offer, or any acceptance of the Offer, unless and until (i) the Offer expires shall have been terminated or shall have expired without Acquisition Sub Purchaser having accepted for payment any Company Shares tendered in the Offer, in each case, in accordance with the terms of the Offer or (ii) termination of this Agreement in accordance with Section 6.03 6.2 hereof.
Appears in 1 contract
Samples: Tender and Support Agreement (Taylor Maritime Investments LTD)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any shares of Company Shares Common Stock from the Offer unless and until (iA) the Offer expires without Acquisition Sub Purchaser having accepted for payment any shares of Company Shares Common Stock tendered in the Offer or (iiB) termination of this Agreement in accordance with Section 6.03 hereof.
Appears in 1 contract
No Withdrawal. Stockholder agrees not to withdraw, and agrees not to cause or permit to be withdrawnthe withdrawal of, any Company of the Subject Shares from the Offer unless and until (ia) the Offer expires without Acquisition Sub having accepted for payment any shares of Company Shares Common Stock validly tendered in the Offer or (iib) termination of this the Reorganization Agreement is terminated in accordance with Section 6.03 hereof8.1 of the Reorganization Agreement.
Appears in 1 contract
Samples: Stockholder Agreement (Synopsys Inc)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Subject Shares from the Offer unless and until (i) the Offer expires without Acquisition Merger Sub having accepted for payment any Company Shares tendered in the Offer or (ii) termination of this Agreement in accordance with Section 6.03 6.2 hereof.
Appears in 1 contract
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Shares from the Offer unless and until (i) the Offer expires without Acquisition Merger Sub having accepted for payment any Company Shares shares of Common Stock tendered in into the Offer or (ii) termination of this Agreement is terminated in accordance with Section 6.03 hereof6(b).
Appears in 1 contract
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Covered Shares from the Offer unless and until (i) the Offer expires without Acquisition Merger Sub having accepted for payment any Company shares of Covered Shares tendered in into the Offer or (ii) termination of this Agreement is terminated in accordance with Section 6.03 hereof5.03.
Appears in 1 contract
No Withdrawal. Each Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Shares from the Offer unless and until (i) the Offer expires without Acquisition Merger Sub having accepted for payment any Company Shares shares of Common Stock tendered in into the Offer or (ii) termination of this Agreement is terminated in accordance with Section 6.03 hereof5(b).
Appears in 1 contract
Samples: Tender and Support Agreement (Crystal Rock Holdings, Inc.)
No Withdrawal. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Subject Shares from the Offer Offer, or any acceptance of the Offer, unless and until (i) the Offer expires shall have been terminated or shall have expired without Acquisition Sub Purchaser having accepted for payment any Company Shares tendered in the Offer, in each case, in accordance with the terms of the Offer or (ii) termination of this Agreement in accordance with Section 6.03 6.2 hereof.
Appears in 1 contract
Samples: Tender and Support Agreement (Taylor Maritime Investments LTD)
No Withdrawal. Stockholder agrees not to withdraw, and agrees not to cause or permit to be withdrawnthe withdrawal of, any Company of the Subject Shares from the Offer unless and until (ia) the Offer expires without Acquisition Merger Sub having accepted for payment any all shares of Company Shares Common Stock validly tendered in the Offer or (iib) termination of this the Merger Agreement in accordance with Section 6.03 hereofis terminated.
Appears in 1 contract
Samples: Tender and Voting Agreement (Gores Patriot Holdings, Inc.)
No Withdrawal. Each Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any Company Covered Shares from the Offer unless and until (i) the Offer expires without Acquisition Merger Sub having accepted for payment any Company shares of Covered Shares tendered in into the Offer or (ii) termination of this Agreement is terminated in accordance with Section 6.03 hereof5.03.
Appears in 1 contract
