Opportunity to Review; Reliance. Each Shareholder has had the opportunity to review this Agreement and the Merger Agreement with counsel of his or its own choosing. Each Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 14 contracts
Samples: Agreement of Merger (New River Pharmaceuticals Inc), Agreement of Merger (Shire PLC), Shareholders Agreement (Goldman Sachs Group Inc)
Opportunity to Review; Reliance. Each The Shareholder has had the opportunity to review this Agreement and the Merger Agreement with counsel of his or its own choosing. Each The Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon such the Shareholder’s execution, delivery and performance of this Agreement.
Appears in 8 contracts
Samples: Tender and Support Agreement, Tender and Support Agreement, Tender and Support Agreement (Nutra Acquisition CO Inc.)
Opportunity to Review; Reliance. Each Shareholder has had the opportunity to review this Agreement and the Merger Agreement with counsel of his or its own choosing. Each Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 5 contracts
Samples: Voting Agreement and Irrevocable Proxy (Aviv Reit, Inc.), Voting Agreement (Omega Healthcare Investors Inc), Voting Agreement and Irrevocable Proxy (Privet Fund LP)
Opportunity to Review; Reliance. Each Such Shareholder has had the opportunity to review this the Merger Agreement and the Merger this Agreement with counsel of his his, her or its own choosing. Each Such Shareholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (K Tron International Inc), Agreement and Plan of Merger (K Tron International Inc), Agreement and Plan of Merger (Hillenbrand, Inc.)
Opportunity to Review; Reliance. Each Shareholder has had the opportunity to review this Agreement and the Merger Agreement with counsel of his or its own choosing. Each Shareholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 4 contracts
Samples: Tender and Support Agreement (Comtech Telecommunications Corp /De/), Tender and Support Agreement (Telecommunication Systems Inc /Fa/), Tender and Support Agreement (Telecommunication Systems Inc /Fa/)
Opportunity to Review; Reliance. Each Shareholder has had the opportunity to review this Agreement and the Merger Agreement with counsel of his or its own choosing. Each Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement. Shareholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (PAETEC Holding Corp.), Agreement and Plan of Merger (Xeta Technologies Inc), Voting Agreement (Siegenthaler Ronald L)
Opportunity to Review; Reliance. Each The Shareholder has had the opportunity to review this Agreement and the Merger Agreement with counsel of his his, her or its own choosing. Each The Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon such the Shareholder’s execution, delivery and performance of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (ICC Holdings, Inc.), Agreement and Plan of Merger (ICC Holdings, Inc.)
Opportunity to Review; Reliance. Each Shareholder of the Shareholders has had the opportunity to review the Merger Agreement, this Agreement and the Merger Agreement any other agreement related thereto with adequate counsel of his or its such person’s own choosing. Each Shareholder of the Shareholders understands and acknowledges that Parent Pinnacle is entering into the Merger Agreement in reliance upon such Shareholderperson’s execution, delivery and performance of this Agreement.
Appears in 2 contracts
Samples: Voting Agreement (Pinnacle Entertainment Inc.), Voting Agreement (Pinnacle Entertainment Inc.)
Opportunity to Review; Reliance. Each The Shareholder has had the opportunity to review this the Merger Agreement and the Merger this Agreement with counsel of his or its own choosing. Each Neither Parent, Merger Sub nor the Company, nor their respective counsels, have provided advice to the Shareholder with respect to this Agreement or the validity or effect of this Agreement. The Shareholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon such the Shareholder’s execution, delivery and performance of this Agreement.
Appears in 1 contract
Samples: Tender and Support Agreement (Sri Surgical Express Inc)
Opportunity to Review; Reliance. Each Such Shareholder has received and reviewed a copy of the Merger Agreement and has had the opportunity to review this Agreement engage and the Merger Agreement consult with counsel of his or its own choosing. Each Such Shareholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 1 contract
Samples: Tender and Support Agreement (Elevate Entertainment Inc.)
Opportunity to Review; Reliance. Each Such Shareholder has had the opportunity to review this the Merger Agreement and the Merger this Agreement with counsel of his or its own choosing. Each Such Shareholder understands and acknowledges that Parent is and Acquisition Sub are entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 1 contract
Samples: Tender and Support Agreement (Applied Materials Inc /De)
Opportunity to Review; Reliance. Each Such Shareholder has had the opportunity to review this the Merger Agreement and the Merger this Agreement with counsel of his or its her own choosing. Each Such Shareholder understands and acknowledges that Parent is Parent, Merger Sub and the Company are entering into the Merger Agreement in reliance upon such Shareholder’s the execution, delivery and performance of this AgreementAgreement and such Shareholder's representations, warranties and covenants hereunder.
Appears in 1 contract
Samples: Voting Agreement (3SBio Inc.)
Opportunity to Review; Reliance. Each Such Shareholder has had the opportunity to review this the Merger Agreement and the Merger this Agreement with counsel of his his, her or its own choosing. Each Such Shareholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon such Shareholder’s the execution, delivery and performance of this AgreementAgreement and such Shareholder’s representations, warranties and covenants hereunder.
Appears in 1 contract
Opportunity to Review; Reliance. Each Shareholder has had the opportunity to review this the Transaction Agreement and the Merger this Agreement with counsel of his or its own choosing. Each Such Shareholder understands and acknowledges that Parent is and Purchaser are entering into the Merger Transaction Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 1 contract
Samples: Tender and Support Agreement (Taylor Maritime Investments LTD)
Opportunity to Review; Reliance. Each Shareholder has had the opportunity to review this Agreement and the Merger Agreement with counsel of his his, her or its own choosing. Each Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 1 contract
Samples: Shareholders Agreement (Auto Club Insurance Association)
Opportunity to Review; Reliance. Each Such Shareholder has had the opportunity to review this Agreement and the Merger Agreement with counsel of his or its own choosing. Each Such Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Razor Holdco Inc.)
Opportunity to Review; Reliance. Each Such Shareholder has had the opportunity to review this the Merger Agreement and the Merger this Agreement with counsel of his or its her own choosing. Each Such Shareholder understands and acknowledges that Parent is Parent, Merger Sub and the Company are entering into the Merger Agreement in reliance upon such Shareholder’s the execution, delivery and performance of this AgreementAgreement and such Shareholder’s representations, warranties and covenants hereunder.
Appears in 1 contract
Opportunity to Review; Reliance. Each Such Shareholder has had the opportunity to review this the Merger Agreement and the Merger this Agreement with counsel of his his, her or its own choosing. Each Such Shareholder understands and acknowledges that Parent is Parent, Merger Sub, and the Company are entering into the Merger Agreement in reliance upon such Shareholder’s the execution, delivery and performance of this AgreementAgreement and such Shareholder's representations, warranties and covenants hereunder.
Appears in 1 contract
Opportunity to Review; Reliance. Each Shareholder has had the opportunity to review this Agreement, the Securities Purchase Agreement and the Merger Transaction Agreement with counsel of his or its own choosing. Each Shareholder understands and acknowledges that Parent is entering into the Merger Securities Purchase Agreement and the Transaction Agreement in reliance upon such Shareholder’s execution, delivery and performance of this Agreement.
Appears in 1 contract
