Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 44 contracts
Samples: Voting Agreement (Stewart Brian), Tender and Voting Agreement (Cognos Inc), Tender and Voting Agreement (Actelion US Holding CO)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 42 contracts
Samples: Support Agreement (Sandisk Corp), Support Agreement (Nanosphere Inc), Support Agreement (Sandisk Corp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 31 contracts
Samples: Stockholder Agreement (New Image Industries Inc), Stockholder Agreement (New Image Industries Inc), Stockholder Agreement (Schussler Steven W)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder and the representations and warranties of such Stockholder contained herein. Such Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 27 contracts
Samples: Voting and Support Agreement (Navistar International Corp), Form of Voting and Support Agreement (Intl Fcstone Inc.), Form of Voting and Support Agreement (Intl Fcstone Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this Agreement.
Appears in 16 contracts
Samples: Merger Agreement (Coherent Inc), Merger Agreement (Rofin Sinar Technologies Inc), Stockholders Agreement (Exult Inc)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Shareholder.
Appears in 13 contracts
Samples: Voting Agreement (Pw Eagle Inc), Shareholder Tender and Voting Agreement (Paravant Inc), Tender and Voting Agreement (Paravant Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 13 contracts
Samples: Voting Agreement (Tumbleweed Communications Corp), Voting Agreement (Tumbleweed Communications Corp), Voting Agreement (Interface Systems Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder.
Appears in 13 contracts
Samples: Voting Agreement (Borland Software Corp), Voting Agreement (Borland Software Corp), Voting Agreement (Borland Software Corp)
Reliance by Parent. The Such Stockholder has received and reviewed a copy of the Merger Agreement. Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 12 contracts
Samples: Support Agreement (Lipson Roberta), Support Agreement (Chindex International Inc), Support Agreement (Chindex International Inc)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution and delivery of this AgreementAgreement and the representations and warranties of the Shareholder contained herein.
Appears in 11 contracts
Samples: Voting Agreement (Superclick Inc), Voting Agreement (Superclick Inc), Voting Agreement (Superclick Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Purchaser to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 11 contracts
Samples: Stockholder Agreement (Opal Inc), Stockholder Agreement (Opal Inc), Stockholder Agreement (Applied Materials Inc /De)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Stockholder Agreement.
Appears in 10 contracts
Samples: Voting Agreement (Plato Learning Inc), Voting Agreement (Blue Wave Systems Inc), Voting Agreement (Plato Learning Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder.
Appears in 10 contracts
Samples: Voting Agreement (Valera Pharmaceuticals Inc), Voting Agreement (Valera Pharmaceuticals Inc), Voting Agreement (Indevus Pharmaceuticals Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 9 contracts
Samples: Voting Agreement (SRS Labs Inc), Voting Agreement (SRS Labs Inc), Voting Agreement (Dts, Inc.)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder.
Appears in 8 contracts
Samples: Voting and Standstill Agreement (Comtech Telecommunications Corp /De/), Voting and Tender Agreement (Bioreliance Corp), Standstill Agreement (DRS Technologies Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 8 contracts
Samples: Tender and Voting Agreement (Hewlett Packard Co), Tender and Voting Agreement (Emc Corp), Agreement and Plan of Merger (BHR North America Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that the Parent is Parties are entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this AgreementAgreement and the representations, warranties, covenants and obligations of such Stockholder contained herein.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Southern Union Co), Support Agreement (Energy Transfer Equity, L.P.), Support Agreement (Energy Transfer Equity, L.P.)
Reliance by Parent. The Stockholder understands and acknowledges that ------------------ Parent is and Purchaser are entering into into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 7 contracts
Samples: Stockholder Agreement (Interlink Computer Sciences Inc), Exhibit 99 (Interlink Computer Sciences Inc), Stockholder Agreement (Shelby Williams Industries Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is and Sub are entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 7 contracts
Samples: Stockholders Agreement (Continental Circuits Corp), Stockholders Agreement (Cooperative Computing Inc), Stockholders Agreement (Hadco Acquisition Corp Ii)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 6 contracts
Samples: Voting and Lock Up Agreement (Jensen Janet J), Voting and Lock Up Agreement (RMH Teleservices Inc), Voting and Lock Up Agreement (Jensen Jeff)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 6 contracts
Samples: Voting Agreement (At&t Corp), Voting Agreement (Conexant Systems Inc), Voting Agreement (At&t Corp)
Reliance by Parent. The Stockholder Such Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholdersuch Shareholder’s execution and delivery of this Agreement.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Supertex Inc), Support Agreement (Microsemi Corp), Tender and Support Agreement (Ramius LLC)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement and the representations and warranties of the Stockholder herein.
Appears in 5 contracts
Samples: Voting and Support Agreement (Horowitz Richard A), Agreement and Plan of Merger (Knowles Corp), Voting and Support Agreement (P&f Industries Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Acquisition Agreement in reliance upon the Stockholder’s execution 's execution, delivery and delivery performance of this Agreement.
Appears in 5 contracts
Samples: Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 5 contracts
Samples: Voting Agreement (University Healthsystem Consortium), Voting Agreement (Neoforma Inc), Voting Agreement (Ford Motor Co)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder and the representations and warranties of the Stockholder contained herein. The Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 4 contracts
Samples: Voting Agreement (Carmike Cinemas Inc), Voting and Support Agreement (Toronto Dominion Bank), Voting and Support Agreement (Schwab Charles Corp)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder and the representations and warranties of such Stockholder contained herein.
Appears in 4 contracts
Samples: Written Consent and Voting Agreement (Sass Martin D), Voting Agreement (OEP AC Holdings, LLC), Voting Agreement (Arthrocare Corp)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution and delivery of this Agreement.
Appears in 4 contracts
Samples: Voting Agreement (Stanton John W), Voting Agreement (Novellus Systems Inc), Form of Voting Agreement (Advanced Digital Information Corp)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 3 contracts
Samples: Shareholder Agreement (American Medical Systems Holdings Inc), Shareholder Agreement (American Medical Systems Holdings Inc), Shareholder Agreement (Laserscope)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is and Purchaser are entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery and performance of this Agreement.
Appears in 3 contracts
Samples: Tender and Support Agreement (Raging Capital Management, LLC), Tender and Support Agreement (Vitesse Semiconductor Corp), Tender and Support Agreement (Microsemi Corp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement and the representations and warranties of the Stockholder contained in this Agreement.
Appears in 2 contracts
Samples: Voting and Support Agreement (Bats Global Markets, Inc.), Voting and Support Agreement (CBOE Holdings, Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this Agreement and that such Stockholder’s covenants in this Agreement are a material inducement for Parent to enter into the Merger Agreement and that such Stockholder has received substantial and valuable consideration in exchange for the covenants in this Agreement, including a portion of the Merger Consideration and with respect to any Company Stock Options of such Stockholder.
Appears in 2 contracts
Samples: Stockholders Agreement (Exult Inc), Stockholders Agreement (Hewitt Associates Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Sub and Parent is are each entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Agreement (Nimbus Cd International Inc), Agreement (Carlton Communications PLC)
Reliance by Parent. The Stockholder understands and ------------------ acknowledges that Parent is and Purchaser are entering into into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholder Agreement (Sterling Software Inc), Stockholder Agreement (Interlink Computer Sciences Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by Stockholder.
Appears in 2 contracts
Samples: Voting Agreement (Sonic Solutions/Ca/), Voting Agreement (Divx Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder and the representations and warranties of the Stockholder contained herein. The Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Reincorporation Merger, the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Talecris Biotherapeutics Holdings Corp.), Voting Agreement (Grifols SA)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholders Agreement (Citrix Systems Inc), Stockholders Agreement (Digene Corp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 2 contracts
Samples: Voting and Transaction Support Agreement (AMC Networks Inc.), Voting and Transaction Support Agreement (RLJ Entertainment, Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholder Agreement (Exide Electronics Group Inc), Stockholder Agreement (BTR Acquisition Corp)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder, the performance by such Stockholder of its obligations hereunder and the compliance by such Stockholder with the terms hereof.
Appears in 2 contracts
Samples: Voting Agreement (Williams Scotsman International Inc), Voting Agreement (Williams Scotsman International Inc)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement and the representations and warranties of Stockholder contained herein. The Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Voting Agreement (Cpi International, Inc.), Voting Agreement (Cpi International, Inc.)
Reliance by Parent. The Stockholder understands and acknowledges ------------------ that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lam Research Corp), Agreement and Plan of Merger (Lam Research Corp)
Reliance by Parent. The Stockholder understands and acknowledges ------------------ that Parent is and Purchaser are entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholder Agreement (Information Advantage Inc), Stockholder Agreement (Sterling Software Inc)
Reliance by Parent. The Stockholder understands Principal Stockholders understand and acknowledges acknowledge that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Principal Stockholders and the representations and warranties of the Principal Stockholders contained herein. The Principal Stockholders understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Consent and Voting Agreement (InfoLogix Inc), Consent and Voting Agreement (InfoLogix Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent the Company is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement and the representations and warranties of the Stockholder contained in this Agreement.
Appears in 2 contracts
Samples: Voting and Support Agreement (CBOE Holdings, Inc.), Voting and Support Agreement (Bats Global Markets, Inc.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder.
Appears in 2 contracts
Samples: Voting and Rollover Agreement (Elliott Ronald), Voting and Rollover Agreement (Thoma Cressey Equity Partners Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.Agreement by Stockholder. ARTICLE V
Appears in 2 contracts
Samples: Stockholder Voting Agreement (Harrahs Entertainment Inc), Stockholder Voting Agreement (Harrahs Entertainment Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholders and the representations, warranties and covenants of the Stockholders contained herein. Such Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Voting Agreement (SAVVIS, Inc.), Voting Agreement (Centurylink, Inc)
Reliance by Parent. The Stockholder Shareholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the StockholderShareholder’s execution and delivery of this Voting Agreement.
Appears in 2 contracts
Samples: Voting Agreement (Nvidia Corp), Voting Agreement (Mellanox Technologies, Ltd.)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is and Purchaser are entering into the Merger Agreement Agree- ment in reliance upon the Stockholder’s Stockholders' execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Stockholders Agreement (Harris Irving B/Harris Neison/Harris William W Trust/ Et Al), Stockholders Agreement (Pittway Corp /De/)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement and the Rollover Commitment Letter in reliance upon the such Stockholder’s execution and delivery of this Agreement.
Appears in 2 contracts
Samples: Voting and Support Agreement (Providence Equity Partners VI L P), Voting and Support Agreement (Sra International Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by Stockholder.
Appears in 2 contracts
Samples: Voting Agreement (Thoma Cressey Equity Partners Inc), Voting Agreement (Simon William E & Sons Private Equity Partners Lp)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement and the representations, warranties, covenants and obligations of the Stockholder contained herein.
Appears in 2 contracts
Samples: Voting Agreement (Science Applications International Corp), Voting Agreement (Engility Holdings, Inc.)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement merger agreement in reliance upon the such Stockholder’s execution and delivery of this Stockholder Agreement.
Appears in 2 contracts
Samples: Lock Up and Voting Agreement (RimAsia Capital Partners, L.P.), Lock Up and Voting Agreement (RimAsia Capital Partners, L.P.)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution execution, and delivery of this AgreementAgreement and the performance of the Stockholder’s obligations hereunder.
Appears in 2 contracts
Samples: Voting and Support Agreement (Hess Corp), Voting and Support Agreement (Chevron Corp)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is entering into into, and causing Acquisition Company to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this AgreementAgreement and the Proxy.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Playcore Inc), Securities Agreement (Bell Sports Corp)
Reliance by Parent. The Stockholder understands and acknowledges agrees that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by such Stockholder and the representations and warranties of such Stockholder contained herein. The Stockholder understands and agrees that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby.
Appears in 2 contracts
Samples: Officer Voting and Support Agreement (Gp Strategies Corp), Voting and Support Agreement (Gp Strategies Corp)
Reliance by Parent. The Such Stockholder understands and acknowledges ------------------- that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Stockholders Agreement (Cytyc Corp)
Reliance by Parent. The Stockholder understands and ------------------ acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (JPMorgan Chase Bank, National Association)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is and the Sub are entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement and that such Stockholder's covenants in this Agreement are a material inducement for Parent to enter into the Merger Agreement and that such Stockholder has received substantial and valuable consideration in exchange for the covenants in this Agreement, including a portion of the Merger Consideration and with respect to any Company Stock Options of such Stockholder.
Appears in 1 contract
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering and Merger Sub have entered into the Merger Agreement in reliance upon the such Stockholder’s execution execution, delivery and delivery performance of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Smith & Wollensky Restaurant Group Inc)
Reliance by Parent. The Stockholder understands Stockholders understand and acknowledges acknowledge that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon each of the Stockholder’s Stockholders' execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement and the Investor Financing Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder and the representations and warranties of the Stockholder contained herein. The Stockholder understands and acknowledges that the Merger Agreement governs the terms of the Merger and the other transactions contemplated thereby and the Investor Financing Agreement governs the terms of the Investor Financing and the other transactions contemplated thereby.
Appears in 1 contract
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the such Stockholder’s execution and delivery of this AgreementAgreement and the representations and warranties of such Stockholder herein.
Appears in 1 contract
Samples: Voting and Support Agreement (Remy International, Inc.)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is and Purchaser are entering into the Merger Agreement in reliance upon the Stockholder’s Stockholders' execution and delivery of this Agreement.
Appears in 1 contract
Samples: Stockholders Agreement (Honeywell International Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering and Merger Sub have entered into the Merger Agreement in reliance upon the such Stockholder’s execution 's execution, delivery and delivery performance of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Smith & Wollensky Restaurant Group Inc)
Reliance by Parent. The Each Stockholder understands and acknowledges that Parent is entering into into, and causing the Purchaser to enter into, the Merger Agreement in reliance upon the such Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Stockholders' Voting Agreement (Jenny Craig Inc/De)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering Parent's willingness to enter into the Merger Agreement in reliance upon is subject to the Stockholder’s 's execution and delivery of this AgreementAgreement and the Stockholder's performance of all of its obligations hereunder.
Appears in 1 contract
Samples: Exhibit Jj (Pioneer Electronic Corp)
Reliance by Parent. The Stockholder understands and acknowledges that ------------------ Parent is and Purchaser are entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Stockholder Agreement.
Appears in 1 contract
Samples: Stockholder Agreement (Leapnet Inc)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this AgreementAgreement and the Proxy.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (C Cube Microsystems Inc/De)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Purchaser to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Irrevocable Proxy and Stock Option Agreement (Oy Huhtamaki)
Reliance by Parent. The Stockholder understands and acknowledges that Parent is and Merger Sub are entering into the Merger Agreement in reliance upon the Stockholder’s execution and delivery of this AgreementAgreement by the Stockholder.
Appears in 1 contract
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into into, and causing Merger Sub to enter into, the Merger Agreement in reliance upon the Stockholder’s 's execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Vha Inc)
Reliance by Parent. The Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement and the Purchase Agreement in reliance upon the such Stockholder’s execution and delivery of this Voting Agreement.
Appears in 1 contract
Reliance by Parent. The Stockholder understands Stockholders understand and acknowledges acknowledge that Parent is entering into the Merger Agreement in reliance upon the Stockholder’s Stockholders' execution and delivery of this Agreement.
Appears in 1 contract
Reliance by Parent. The Stockholder understands and acknowledges that Parent is entering into the Amended Merger Agreement in reliance upon the Stockholder’s execution and delivery of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Zoran Corp \De\)
Reliance by Parent. The Such Supporting Stockholder understands and acknowledges that Parent is entering into the Merger Agreement and the transactions contemplated therein in reliance reliance, in part, upon the such Supporting Stockholder’s execution and delivery of this Agreement.
Appears in 1 contract
Samples: Form of Voting Agreement (Zygo Corp)
