Tender And Support Agreement Sample Contracts

Tender and Support Agreement (March 21st, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 20, 2018, is entered into by and among salesforce.com, inc., a Delaware corporation (Parent), Malbec Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (Purchaser), and each of the persons set forth on Schedule A hereto (each, a Stockholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Tender and Support Agreement (March 21st, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 20, 2018, is entered into by and among salesforce.com, inc., a Delaware corporation (Parent), Malbec Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (Purchaser), and each of the persons set forth on Schedule A hereto (each, a Stockholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Mulesoft, Inc – Tender and Support Agreement (March 21st, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 20, 2018, is entered into by and among salesforce.com, inc., a Delaware corporation (Parent), Malbec Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (Purchaser), and each of the persons set forth on Schedule A hereto (each, a Stockholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Tender and Support Agreement (March 21st, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 20, 2018, is entered into by and among salesforce.com, inc., a Delaware corporation (Parent), Malbec Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (Purchaser), and each of the persons set forth on Schedule A hereto (each, a Stockholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Mulesoft, Inc – Tender and Support Agreement (March 21st, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 20, 2018, is entered into by and among salesforce.com, inc., a Delaware corporation (Parent), Malbec Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (Purchaser), and each of the persons set forth on Schedule A hereto (each, a Stockholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Tender and Support Agreement (March 21st, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 20, 2018, is entered into by and among salesforce.com, inc., a Delaware corporation (Parent), Malbec Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (Purchaser), and each of the persons set forth on Schedule A hereto (each, a Stockholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Tender and Support Agreement (March 12th, 2018)

This TENDER AND SUPPORT AGREEMENT (this "Agreement"), dated as of March 11, 2018, is by and among LM US Parent, Inc., a corporation incorporated under the laws of Delaware ("Parent"), Camden Merger Sub, Inc., a corporation incorporated under the laws of Delaware ("Merger Sub"), and the Person listed as "Stockholder" on the signature page hereto ("Stockholder").

Tender and Support Agreement (March 12th, 2018)

This TENDER AND SUPPORT AGREEMENT (this "Agreement"), dated as of March 11, 2018, is by and among LM US Parent, Inc., a corporation incorporated under the laws of Delaware ("Parent"), Camden Merger Sub, Inc., a corporation incorporated under the laws of Delaware ("Merger Sub"), and the Person listed as "Stockholder" on the signature page hereto ("Stockholder").

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and between QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and Pentwater Capital Management LP, acting as investment advisor to the shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company), set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and among QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and the undersigned shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company) set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and among QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and the undersigned shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company) set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and among QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and the undersigned shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company) set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and among QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and the undersigned shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company) set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and among QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and the undersigned shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company) set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and among QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and the undersigned shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company) set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and among QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and the undersigned shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company), set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Tender and Support Agreement (February 20th, 2018)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of February 20, 2018, is entered into by and among QUALCOMM RIVER HOLDINGS B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of The Netherlands (Buyer), and the undersigned shareholders of NXP SEMICONDUCTORS N.V., a public limited liability company (naamloze vennootschap) organized under the Laws of The Netherlands (the Company) set forth on Schedule A hereto (each, a Shareholder). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Purchase Agreement and the Purchase Agreement Amendment (each as defined below), in each case as of the date hereof.

Ignyta, Inc. – Tender and Support Agreement (December 22nd, 2017)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of December 21, 2017, is by and among Roche Holdings, Inc., a Delaware corporation (Parent), Abingdon Acquisition Corp., a Delaware corporation (Purchaser) and an indirect wholly owned subsidiary of Parent, and each of the Persons set forth on Schedule A hereto (each, a Stockholder).

Ocera Therapeutics – Tender and Support Agreement (November 2nd, 2017)

This Tender and Support Agreement (this Agreement) is made and entered into as of November 1, 2017, by and among MAK LLC, a Delaware limited liability company (Parent), MEH Acquisition Co., a Delaware corporation and direct wholly-owned subsidiary of Parent (Purchaser) and the stockholders of Ocera Therapeutics, Inc., a Delaware corporation (the Company), set forth on Schedule A hereto (each a Stockholder and, collectively the Stockholders, and together with Parent and Purchaser, the parties).

Tender and Support Agreement (October 2nd, 2017)

This Tender and Support Agreement (this "Agreement") is entered into as of October 2, 2017 by and among the undersigned stockholder ("Stockholder") of Versar, Inc., a Delaware corporation (the "Company"), Kingswood Genesis Fund I, LLC, a Delaware limited liability company ("Parent"), and KW Genesis Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"). Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Merger Agreement (as defined below).

Tender and Support Agreement (August 1st, 2017)

This TENDER AND SUPPORT AGREEMENT (this Agreement) is made and entered into as of [], 2017 by and between Nova Intermediate Parent, LLC, a Delaware limited liability Company (Parent), Nova Merger Sub, Inc., a Pennsylvania corporation and a wholly owned subsidiary of Parent (Merger Sub), and the undersigned stockholder (the Stockholder) of [NOVA], a Pennsylvania corporation (the Company).

Tender and Support Agreement (July 3rd, 2017)

TENDER AND SUPPORT AGREEMENT, dated as of July 2, 2017 (this Agreement), among ADVA NA Holdings, Inc., a Delaware corporation (Parent), Golden Acquisition Corporation, a Delaware limited liability company (Merger Subsidiary), and the Person listed as Stockholder on the signature page hereto (Stockholder).

Tender and Support Agreement (June 23rd, 2017)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of June 21, 2017, is entered into by and among Enel Green Power North America Inc., a Delaware corporation (Parent), Pine Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Purchaser), and each of the Persons set forth on Schedule A hereto (each, a Stockholder). All capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below). Additionally, the terms business day and subsidiary shall have the respective meanings ascribed to such terms in the Merger Agreement.

KTL Bamboo International Corp – Tender and Support Agreement (June 12th, 2017)

THIS TENDER AND SUPPORT AGREEMENT, dated as of June 11, 2017 (this "Agreement"), is by and among Sientra, Inc., a Delaware corporation ("Parent"), Desert Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Parent ("Purchaser"), and ___________ ("Stockholder").

Sientra, Inc. – [Form Of] Tender and Support Agreement (June 12th, 2017)

THIS TENDER AND SUPPORT AGREEMENT, dated as of June 11, 2017 (this Agreement), is by and among Sientra, Inc., a Delaware corporation (Parent), Desert Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Parent (Purchaser), and (Stockholder).

FinTech Acquisition Corp – Tender and Support Agreement (May 31st, 2017)

This Tender and Support Agreement (this Agreement) is made and entered into as of May 26, 2017, by and among First Data Corporation, a Delaware corporation (Parent), Minglewood Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Merger Sub), and each Person set forth in Schedule A hereto (each, a Stockholder).

FinTech Acquisition Corp – Tender and Support Agreement (May 31st, 2017)

This Tender and Support Agreement (this Agreement) is made and entered into as of May 26, 2017, by and among First Data Corporation, a Delaware corporation (Parent), Minglewood Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Merger Sub), and the Person listed as Stockholder on the signature page hereto (Stockholder).

Porto Holdco B.V. – Tender and Support Agreement (May 22nd, 2017)

TENDER AND SUPPORT AGREEMENT (this Agreement) dated as of May 22, 2017 by and among Playa Hotels & Resorts N.V. (the Company) and each of the persons listed on Schedule A hereto (collectively, the Warrant Holders, and each a Warrant Holder).

Tender and Support Agreement (May 1st, 2017)

This TENDER AND SUPPORT AGREEMENT (this Agreement) is entered into as of April 30, 2017, by and among WAVE SYSTEMS CORP., a Delaware corporation (Parent), JAZZ MERGERSUB, INC., a Delaware corporation and wholly owned subsidiary of Parent (Acquisition Sub), and certain stockholders of JIVE SOFTWARE, INC., a Delaware corporation (the Company), listed on Annex A (each, a Stockholder), each an owner of Company Common Stock.

Tender and Support Agreement (April 28th, 2017)

TENDER AND SUPPORT AGREEMENT (this "Agreement") dated as of April 25, 2017 by and among Tyson Foods, Inc., a Delaware corporation ("Parent"), and DVB Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub") and the entities listed on Schedule A hereto (the "Stockholders" and each a "Stockholder"). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement (as defined below).

AdvancePierre Foods Holdings, Inc. – Tender and Support Agreement (April 25th, 2017)

TENDER AND SUPPORT AGREEMENT (this Agreement) dated as of April 25, 2017 by and among Tyson Foods, Inc., a Delaware corporation (Parent), and DVB Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (Merger Sub) and the entities listed on Schedule A hereto (the Stockholders and each a Stockholder). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement (as defined below).

Mobileye N.V. – Tender and Support Agreement (March 13th, 2017)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 12, 2017, is entered into by and among Ziv Aviram (Shareholder), Intel Corporation, a Delaware corporation (Parent), and Cyclops Holdings, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Buyer).

Tender and Support Agreement (March 13th, 2017)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 12, 2017, is entered into by and among Amnon Shashua (Shareholder), Intel Corporation, a Delaware corporation (Parent), and Cyclops Holdings, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Buyer).

Tender and Support Agreement (March 13th, 2017)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 12, 2017, is entered into by and among Ziv Aviram (Shareholder), Intel Corporation, a Delaware corporation (Parent), and Cyclops Holdings, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Buyer).

Mobileye N.V. – Tender and Support Agreement (March 13th, 2017)

This TENDER AND SUPPORT AGREEMENT (this Agreement), dated as of March 12, 2017, is entered into by and among Amnon Shashua (Shareholder), Intel Corporation, a Delaware corporation (Parent), and Cyclops Holdings, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Buyer).