Common use of Vote Required Clause in Contracts

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.

Appears in 3 contracts

Sources: Agreement and Plan of Merger (NNG Inc), Agreement and Plan of Merger (Northrop Grumman Corp), Agreement and Plan of Merger (Northrop Grumman Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.

Appears in 3 contracts

Sources: Merger Agreement (MBS Acquisition Corp), Merger Agreement (Diedrich Coffee Inc), Merger Agreement (Coffee People Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority two-thirds of the outstanding Company Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby (the "Company Requisite Vote").

Appears in 3 contracts

Sources: Merger Agreement (Mitchell Energy & Development Corp), Agreement and Plan of Merger (Devon Energy Corp/De), Merger Agreement (Devon Energy Corp/De)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's Company capital stock necessary to approve and adopt this Agreementthe Merger.

Appears in 3 contracts

Sources: Merger Agreement (Marmon Holdings Inc), Merger Agreement (Tie Acquisition Co), Merger Agreement (Pritzker Family Philanthropic Fund)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote vote, if any, of the holders of any class or series of the Company's capital stock of the Company necessary to approve and adopt this AgreementAgreement or the Merger.

Appears in 3 contracts

Sources: Merger Agreement (Xyratex LTD), Merger Agreement (Nstor Technologies Inc), Merger Agreement (Xyratex LTD)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Stock to adopt this Agreement is the only vote of the holders of any class or series of the Company's Company capital stock necessary to approve and adopt this AgreementAgreement and the transactions contemplated hereby (including the Merger).

Appears in 3 contracts

Sources: Merger Agreement (RTW Inc /Mn/), Merger Agreement (Community First Bankshares Inc), Merger Agreement (Bancwest Corp/Hi)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreement.the transactions contemplated hereby. ARTICLE IV

Appears in 3 contracts

Sources: Merger Agreement (American Studios Inc), Merger Agreement (Pca International Inc), Merger Agreement (American Studios Inc)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's Company capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 3 contracts

Sources: Merger Agreement (Lennox International Inc), Merger Agreement (Lennox International Inc), Merger Agreement (Service Experts Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority greater than fifty percent of the outstanding Shares and Preferred Shares, voting together as one class, shares of the Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and the Merger or adopt this AgreementAgreement and no other vote of any holders of shares of the Company's capital stock is necessary to approve any of the Transactions.

Appears in 3 contracts

Sources: Merger Agreement (Legato Systems Inc), Merger Agreement (Otg Software Inc), Merger Agreement (Legato Systems Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority greater than fifty percent of the outstanding Shares and Preferred Shares, shares of the Parent Common Stock voting together as one classon the proposal to approve this Agreement at a meeting of the Parent's stockholders, is the only vote of the holders of any class or series of the CompanyParent's capital stock necessary to approve and the Merger or adopt this AgreementAgreement and no other vote of any holders of shares of the Parent's capital stock is necessary to approve any of the Transactions.

Appears in 3 contracts

Sources: Merger Agreement (Legato Systems Inc), Merger Agreement (Otg Software Inc), Merger Agreement (Legato Systems Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of ------------- the outstanding Shares and Preferred Shares, voting together as one class, shares of Common Stock is the only vote of the holders of any class or series of the Company's capital stock of the Company necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 3 contracts

Sources: Merger Agreement (Telocity Delaware Inc), Agreement and Plan of Merger (Telocity Delaware Inc), Merger Agreement (Hughes Electronics Corp)

Vote Required. The affirmative vote of the holders of ------------- a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.

Appears in 3 contracts

Sources: Preferred Shares Rights Agreement (Quickturn Design Systems Inc), Merger Agreement (Quickturn Design Systems Inc), Merger Agreement (Quickturn Design Systems Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding votes cast by the holders of Shares and Preferred Shares, voting together as one class, at a duly constituted meeting with a quorum present is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 3 contracts

Sources: Merger Agreement (Msas Acquisition Corp), Merger Agreement (Intel Corp), Merger Agreement (Mark Vii Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the votes entitled to be cast of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.of

Appears in 2 contracts

Sources: Merger Agreement (Tweeter Home Entertainment Group Inc), Merger Agreement (Sound Advice Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary (under applicable Law or otherwise) to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Banctec Inc), Merger Agreement (Banctec Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Stock to adopt this Agreement is the only vote of the holders of any class or series of the Company's Company capital stock necessary to approve and adopt this AgreementAgreement and the transactions contemplated hereby (including the Merger) and to consummate the transactions contemplated hereby.

Appears in 2 contracts

Sources: Merger Agreement (Bottomline Technologies Inc /De/), Merger Agreement (Optio Software Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares shares of Seller's preferred stock and Preferred Shares, voting together as one class, a majority of the outstanding shares of Seller's common stock with respect to the Acquisition is the only vote of the holders of any class or series of the Company's capital stock Seller Capital Stock necessary to approve and adopt this Agreementthe Acquisition.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Neomagic Corp), Asset Purchase Agreement (Neomagic Corp)

Vote Required. The affirmative vote of the holders of ------------- a ------------- majority of the voting power of the outstanding Shares shares of Purchaser Common Stock to adopt this Agreement, to approve the issuance of shares of Purchaser Common Stock and Preferred Shares, voting together as one classthe other transactions contemplated hereby, is the only vote of the holders of any class or series of the Company's shares of Purchaser capital stock necessary to approve and or adopt this AgreementAgreement or the transactions contemplated hereby.

Appears in 2 contracts

Sources: Registration Rights Agreement (Pogo Producing Co), Merger Agreement (Pogo Producing Co)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock which may be necessary to approve and adopt this AgreementAgreement or any of the Transactions.

Appears in 2 contracts

Sources: Merger Agreement (Hain Food Group Inc), Merger Agreement (Hain Food Group Inc)

Vote Required. The affirmative vote of the holders of a ------------- bare majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock is necessary to adopt this Agreement and approve the Merger and the other Transactions. No vote of any class or series of the Company's capital stock is necessary to approve and adopt this Agreementany of the Transactions other than the Merger.

Appears in 2 contracts

Sources: Merger Agreement (Scientific Games Corp), Merger Agreement (Mdi Entertainment Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the shares represented in person or by proxy at a meeting at which a quorum consisting of at least a majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock to approve this Agreement (the "Company Shareholder Approval") is the only vote of the holders of any class or series of the Company's capital stock of the Company necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 2 contracts

Sources: Merger Agreement (Dupont E I De Nemours & Co), Merger Agreement (Chemfirst Inc)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock Company Capital Stock necessary to approve this Agreement and adopt this Agreementthe Transactions.

Appears in 2 contracts

Sources: Merger Agreement (Openwave Systems Inc), Merger Agreement (Signalsoft Corp)

Vote Required. The affirmative vote of the holders of Company’s stockholders holding a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's ’s capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 2 contracts

Sources: Merger Agreement (Sontra Medical Corp), Merger Agreement (Bonds.com Group, Inc.)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and two-thirds of the outstanding Preferred Shares, voting together as one a separate class, is are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Gti Corp), Merger Agreement (Technitrol Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Seller Common Stock is the only vote of the holders of any class or series of the Company's capital stock of the Seller necessary to approve and adopt this Agreementthe Acquisition.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Medical Technology Systems Inc /De/), Asset Purchase Agreement (Medical Technology Systems Inc /De/)

Vote Required. The affirmative vote of the holders of Company’s stockholders holding a ------------- majority of the outstanding Shares shares of Company Common Stock and a majority of the outstanding shares of Company Preferred Shares, voting together as one class, Stock is the only vote of the holders of any class or series of the Company's ’s capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 2 contracts

Sources: Merger Agreement (SP Holding CORP), Merger Agreement (SP Holding CORP)

Vote Required. The affirmative vote votes of the holders of a ------------- majority at least two-thirds of the outstanding Shares and Preferred Shares, voting together as one class, is shares of Company Common Stock entitled to vote thereon are the only vote votes of the holders of any class or series of the Company's Company capital stock necessary to approve this Agreement and adopt the transactions contemplated by this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Wayne Bancorp Inc /Oh/), Merger Agreement (National City Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote vote, if any, of the holders of any class or series of the Company's capital stock or other Equity Interests of the Company necessary to approve the Merger and adopt this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Innoveda Inc), Merger Agreement (Mentor Graphics Corp)

Vote Required. The Except as contemplated by ------------- this Agreement, the affirmative vote of the holders of a ------------- majority of the outstanding (i) voting power of the Shares and Company Preferred Shares, voting together as one a single class, is and (ii) Company Preferred Shares, voting as a separate class, are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 2 contracts

Sources: Merger Agreement (Ramsay Health Care Inc), Merger Agreement (Ramsay Managed Care Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve the Merger, this Agreement and adopt this Agreementthe transactions contemplated thereby and hereby.

Appears in 2 contracts

Sources: Merger Agreement (Jupiter Partners Lp), Merger Agreement (Pca International Inc)

Vote Required. The affirmative vote of the holders of a bare ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreementthe Merger. No vote of any class or series of the Company's capital stock is necessary to approve any of the Transactions other than the Merger.

Appears in 2 contracts

Sources: Merger Agreement (Plato Holdings Inc), Merger Agreement (Plato Holdings Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority two-thirds of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Stock to adopt this Agreement is the only vote of the holders of any class or series of the Company's Company capital stock necessary to approve and adopt this AgreementAgreement and the transactions contemplated hereby (including the Merger).

Appears in 2 contracts

Sources: Merger Agreement (Bancwest Corp/Hi), Merger Agreement (Commercial Federal Corp)

Vote Required. The affirmative vote of the holders of ------------- a ------------- bare majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreementthe Merger. No vote of any class or series of the Company's capital stock is necessary to approve any of the Transactions other than the Merger.

Appears in 2 contracts

Sources: Merger Agreement (Shopping Com), Merger Agreement (Compaq Interests Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's Purchaser’s capital stock or other securities of Purchaser necessary to approve and adopt the transactions contemplated by this AgreementAgreement is the affirmative vote in favor of the Purchaser Share Issuance by a majority of the votes cast on the Purchaser Share Issuance by the holders of the outstanding shares of Purchaser Common Stock (such approval, the “Purchaser Stockholder Approval”).

Appears in 2 contracts

Sources: Merger Agreement (Resource Capital Fund v L.P.), Merger Agreement (Uranium Resources Inc /De/)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this AgreementAgreement and approve the Merger and the other Transactions.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Triple S Plastics Inc), Agreement and Plan of Merger (Triple S Plastics Inc)

Vote Required. The affirmative vote of the holders of (a) a ------------- majority of the Company’s outstanding capital stock, voting together as a single class and on an as-converted basis, and (b) a majority of the outstanding Shares and shares of Company Preferred SharesStock, voting together as one classa single class and on an as-converted basis, is are the only vote votes of the holders of any class or series of the Company's capital stock Company Stock necessary to approve and adopt this Agreement and approve the Transactions by this Agreement, including the Merger (collectively, the “Requisite Stockholder Approval”).

Appears in 1 contract

Sources: Agreement and Plan of Merger (Serve Robotics Inc. /DE/)

Vote Required. The affirmative vote of the holders of a at ------------- majority least two-thirds of the outstanding Shares and Preferred Shares, voting together as one class, shares of Ba▇▇▇▇▇▇▇ ▇ommon Stock is the only vote of the holders of any class or series of the Company's capital Ba▇▇▇▇▇▇▇ ▇apital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Petrolite Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of the Acquisition Sub Common Stock is the only vote of the holders of any class or series of capital stock of the Company's capital stock Acquisition Sub, or any Parent Subsidiary, the Parent necessary to approve this Agreement and adopt this Agreementthe Merger.

Appears in 1 contract

Sources: Merger Agreement (Cell Power Technologies Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority sixty seven percent (67%) of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Cadence Design Systems Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the Shares outstanding Shares and Preferred Shares, voting together as one class, on the record date for the Company Meeting is the only vote of the holders of any class or series of the Company's ’s capital stock necessary to approve and adopt this Agreementthe Merger.

Appears in 1 contract

Sources: Merger Agreement (Summa Industries/)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock or other Equity Interests of the Company necessary to approve and adopt this Agreement., the Merger and the transactions contemplated hereby (the "Company Shareholder Approval"). ------------------------------

Appears in 1 contract

Sources: Merger Agreement (Amgen Inc)

Vote Required. The affirmative vote of the holders of a at ------------- majority least fifty percent of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and the Merger or adopt this Agreement. No vote of any class or series of the Company's capital stock is necessary to approve any of the Transactions other than the Merger Agreement as contemplated by Section 2.9.

Appears in 1 contract

Sources: Merger Agreement (Electronics for Imaging Inc)

Vote Required. The affirmative vote of the -------------- ------------- holders of at least a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is shares of Company Common Stock are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreementthe Merger.

Appears in 1 contract

Sources: Merger Agreement (Individual Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one a class, is the only vote of the holders of any class or series of the Company's ’s capital stock necessary (under applicable Law or otherwise) to approve and adopt this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Apria Healthcare Group Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock which may be necessary to approve this Agreement or any of and adopt this Agreementthe Transactions.

Appears in 1 contract

Sources: Merger Agreement (Measurex Corp /De/)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together (including the Series A Preferred Stock, as one class, converted) is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Merger Agreement (Virata Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class ------------- or series of the Company's capital stock of Concentric necessary to approve this Agreement and adopt this Agreement.the transactions contemplated hereby is the affirmative vote of the holders of a majority of the outstanding shares of Concentric Common Stock (the "CONCENTRIC STOCKHOLDERS' APPROVAL")

Appears in 1 contract

Sources: Merger Agreement (Concentric Network Corp)

Vote Required. The affirmative vote of the holders of a majority ------------- majority of the shares of Company Common Stock outstanding Shares and Preferred Shares, voting together as one class, on the record date set for the Company Stockholders Meeting is the only vote of the holders of any class or series of the Company's capital stock Capital Stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated thereby and hereby.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Gasonics International Corp)

Vote Required. The affirmative vote of the holders of ------------- a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of FirstEnergy Common Stock is the only vote of the holders of any class or series of the Company's FirstEnergy capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Firstenergy Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve the Merger and adopt this Agreement.

Appears in 1 contract

Sources: Agreement and Plan of Contribution and Merger (Excalibur Technologies Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Connectinc Com Co)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of TARGET Common Stock entitled to vote (the "Required Stockholder Approval") is the only vote or approval of the holders of ----------------------------- any class or series of the Company's TARGET capital stock necessary to approve and adopt this AgreementAgreement and approve the transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Innovasive Devices Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority -------------- of the shares of Parent Common Stock outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's securities or capital stock of Parent necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Cardiotech International Inc)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding MIDWEST Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's MIDWEST’s capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Acquisition Agreement (Millennium Plastics Corp)

Vote Required. The affirmative vote of the holders of ------------- a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is shares of Common Stock are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreementthe Merger or to amend the Company's certificate of incorporation.

Appears in 1 contract

Sources: Stock Purchase Agreement (Gem Nevada LLC)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock of the Company necessary to approve this Agreement and adopt this Agreementthe Merger.

Appears in 1 contract

Sources: Merger Agreement (Pioneer Group Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority at least seventy-five (75%) of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and the Merger or adopt this Agreement. No vote of any class or series of the Company's capital stock is necessary to approve any of the Transactions other than the Merger Agreement as contemplated by SECTION 2.9.

Appears in 1 contract

Sources: Merger Agreement (McGuire Acquisition Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of ------------- the outstanding Common Shares and Preferred Shares, voting together as one class, Shares is the only vote of the holders of any class or series of the Company's capital stock of the Corporation necessary to approve and adopt this Agreementthe Merger.

Appears in 1 contract

Sources: Merger Agreement (Physician Health Corp)

Vote Required. The affirmative vote of the (i) holders of a ------------- majority at least two-thirds of the outstanding Shares shares of Company Capital Stock and Preferred Shares, voting together as one class, is (ii) holders of at least two-thirds of the outstanding shares of Series A preferred stock of the Company are the only vote votes of the holders of any class or series of the Company's capital stock that is necessary to approve and adopt this Agreementthe Merger.

Appears in 1 contract

Sources: Merger Agreement (Iturf Inc)

Vote Required. The affirmative vote of the holders of a majority ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Class A Common Stock (the "Required Company Vote") --------------------- is the only vote of the holders of any class or series of the Company's capital stock of the Company necessary to approve and adopt this Agreement., the Merger and the transactions contemplated hereby and such vote may be validly taken pursuant to a written consent in lieu of a shareholders meeting executed by the holders of a majority of the outstanding Class A Common Stock (a "Written Consent of ------------------ Shareholders"). ------------

Appears in 1 contract

Sources: Merger Agreement (American Cellular Corp /De/)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's ’s capital stock necessary to approve and adopt this AgreementAgreement and approve the Merger and the other Transactions.

Appears in 1 contract

Sources: Merger Agreement (Sunlink Health Systems Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the CompanySeller's capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Merger Agreement (Uni Marts Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreementconsummate the Merger.

Appears in 1 contract

Sources: Merger Agreement (Asi Solutions Inc)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding HAIR Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the CompanyHAIR's capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Acquisition Agreement (Hair Therapists, Inc.)

Vote Required. The affirmative vote of the holders of a ------------- majority of the shares of Company Capital Stock outstanding Shares and Preferred Shares, voting together as one class, on the date of this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby, and such approval has been received.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (E-Medsoft Com)

Vote Required. The affirmative vote of the holders of a majority ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of the Company Common Stock to adopt this Agreement (the "Required Company Vote") is the only vote of the holders of any class or series of the Company's Company capital stock necessary to approve and adopt this AgreementAgreement and approve the transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Ea Engineering Acquisition Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Capital Stock of the Company is the only vote of the holders of any class or series of the Company's capital stock Capital Stock or the Seller's Capital Stock necessary to approve and adopt this Agreementthe Transactions contemplated hereby.

Appears in 1 contract

Sources: Stock Purchase Agreement (Pitney Bowes Inc /De/)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding 2-DO Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company2-DO's capital stock necessary to approve and adopt this AgreementAgreement and the Share Exchange.

Appears in 1 contract

Sources: Share Exchange Agreement (Moranzo Inc)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding RITEWIRE Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's RITEWIRE’s capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Acquisition Agreement (Highland Business Services, Inc.)

Vote Required. The affirmative vote of the holders ------------- of record of at least a ------------- majority of the outstanding Shares shares of Purchaser Common Stock with respect to the adoption of this Agreement and ratification of Preferred Shares, voting together as one class, Stock terms is the only vote of the holders of any class or series of the Company's capital stock necessary of the Purchaser required to approve and adopt this AgreementAgreement and approve the Merger and the other transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Danielson Holding Corp)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding AFFLUENT Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's AFFLUENT’s capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Acquisition Agreement (Capstone Financial Group, Inc.)

Vote Required. The affirmative vote of the holders ------------- of record of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock with respect to the adoption of this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary of the Company required to approve and adopt this AgreementAgreement and approve the Merger and the other transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Danielson Holding Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of ------------- the outstanding Shares Company Stock entitled to vote with respect to the Merger and the affirmative vote of the holders of two-thirds of the Company Preferred Shares, voting together as one class, is Stock are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Cybersource Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock of the Company that may be necessary to approve and adopt this AgreementAgreement is the affirmative vote in favor of the adoption of this Agreement by holders of at least two-thirds of the outstanding Shares entitled to vote thereon (the “Company Shareholder Approval”).

Appears in 1 contract

Sources: Merger Agreement (Zoltek Companies Inc)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding L▇▇▇▇▇▇ Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's L▇▇▇▇▇▇'▇ capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Acquisition Agreement (Lazzara Financial Asset Recovery Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the ------------- outstanding Shares and Preferred Shares, voting together as one class, shares of FFC Common Stock entitled to vote thereon is the only vote of the holders of any class or series of the Company's FFC capital stock necessary to approve this Agreement and adopt the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Merger Agreement (National Commerce Bancorporation)

Vote Required. The affirmative vote of the holders of (i) a ------------- majority of the shares entitled to vote of Common Stock and (ii) a majority of outstanding Shares and shares entitled to vote of Preferred Shares, voting together as one class, is Stock are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Virata Corp)

Vote Required. The affirmative vote of the holders of a majority ------------- majority of the outstanding Company Shares and Preferred Shares, voting together as one class, (the "Required Company Votes") is the ---------------------- only vote of the holders of any class or series of the Company's Company capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Blue Wave Systems Inc)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreementthe Transactions.

Appears in 1 contract

Sources: Merger Agreement (Vicinity Corp)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding Chief Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the CompanyChief's capital stock necessary to approve and adopt this AgreementPlan.

Appears in 1 contract

Sources: Merger Agreement (Idi Global Inc)

Vote Required. The Except as provided by Section 9.2(c), the ------------- affirmative vote of the holders of at least a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's Company capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Petrolite Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Sharesshares of Class A Common Stock, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Herbalife International Inc)

Vote Required. The affirmative vote of the holders of (i) a ------------- majority of the outstanding Shares shares of Company Common Stock and (ii) a majority of the outstanding shares of the Company Preferred Shares, voting together as one class, is Stock are the only vote votes of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreementthe Ancillary Agreements and the transactions contemplated hereby and thereby.

Appears in 1 contract

Sources: Agreement and Plan of Merger and Reorganization (Tumbleweed Communications Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority two-thirds of the outstanding Shares and Preferred Shares, voting together as one class, shares of SeaMED Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.or

Appears in 1 contract

Sources: Merger Agreement (Plexus Corp)

Vote Required. The requisite affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock (the "Required -------- Company Vote") is the only vote of the holders of any class or series of equity ------------ securities of the Company's capital stock Company or any Subsidiary securities necessary to approve and adopt this Agreement, the Merger and the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Fs Equity Partners Ii Lp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Common Shares and Preferred Shares, voting together as one class, entitled to vote with respect to this Agreement is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement.'s

Appears in 1 contract

Sources: Merger Agreement (Eaton Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's Data Road capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 1 contract

Sources: Stock Purchase Agreement (Zanett Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's ’s capital stock necessary (under applicable Laws or otherwise) to approve and adopt this AgreementAgreement (the “Requisite Vote”).

Appears in 1 contract

Sources: Agreement and Plan of Merger (Strategic Distribution Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority at least two-thirds of the outstanding Shares and Preferred Shares, voting together as one class, shares of Barn▇▇▇▇▇ ▇▇▇mon Stock is the only vote of the holders of any class or series of the Company's capital Barn▇▇▇▇▇ ▇▇▇ital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby. ARTICLE 7 7.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Baker Hughes Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve this Agreement and adopt this Agreementthe transactions contemplated hereby and such approval has been obtained.

Appears in 1 contract

Sources: Merger Agreement (Ramsay Health Care Inc)

Vote Required. The affirmative vote of the holders of at ------------- least a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreementthe Merger.

Appears in 1 contract

Sources: Merger Agreement (Global Industrial Technologies Inc)

Vote Required. The affirmative vote of the holders of ------------- a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this AgreementAgreement and approve the Merger and the other Transactions.

Appears in 1 contract

Sources: Merger Agreement (Eimo Oyj)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Merger Agreement (Coachmen Industries Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the Company's capital stock necessary to approve and adopt this Agreement. Section 2.24.

Appears in 1 contract

Sources: Merger Agreement (Vantive Corp)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding PRO Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the CompanyPRO's capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Acquisition Agreement (Tartam Inc)

Vote Required. The affirmative vote of at least two-thirds of the holders ------------- outstanding shares of beneficial interest of the Trust and of at least a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, is shares of Common Stock of the Company are the only vote votes of the holders of any class or series of the Trust's or Company's capital stock necessary (under applicable law or otherwise) to approve this Agreement and adopt this Agreementthe transactions contemplated hereby.

Appears in 1 contract

Sources: Investment Agreement (Maryland Property Capital Trust Inc)

Vote Required. The affirmative vote of the holders of at least a ------------- majority of the outstanding ▇▇▇ Shares and Preferred Shares, voting together as one class, is the only vote of the holders of any class or series of the CompanyEDW's capital stock necessary to approve and adopt this AgreementAgreement and the Merger.

Appears in 1 contract

Sources: Acquisition Agreement (Edward II Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority two-thirds of the outstanding Company Common Shares, the holders of two-thirds of the outstanding Company Series A Preferred Shares and the holders of two-thirds of the outstanding Company Series B Preferred Shares, voting together as one class, is Shares are the only vote votes of the holders of any class or series of the Company's capital stock of the Company necessary to approve and adopt the transactions contemplated by this Merger Agreement.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (McLeod Inc)

Vote Required. The affirmative vote of the holders of a ------------- majority of the outstanding Shares and Preferred Shares, voting together as one class, shares of Company Common Stock to adopt this Agreement is the only vote of the holders of any class or series of the Company's Company capital stock necessary to approve and adopt this AgreementAgreement and approve the transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Itxc Corp)

Vote Required. The affirmative vote of the holders of a ------------- majority of ------------- the outstanding Shares and Preferred Shares, voting together as one class, shares of PanEnergy Common Stock is the only vote of the holders of any class or series of the Company's capital stock of PanEnergy necessary to approve and adopt this Agreement, the Merger and the other transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Duke Power Co /Nc/)