Approval of Merger Agreement. Each of the STOCKHOLDERS agrees to vote all of its shares of the COMPANY Stock in favor of the Merger and all other transactions contemplated by this Agreement.
Approval of Merger Agreement. The Board of Trustees and shareholders of EQK shall have approved the Merger Agreement and the transactions contemplated thereby (collectively, the "Merger-Related Transactions"), including, without limitation, the amendment and restatement of EQK's Amended and Restated Declaration of Trust, the execution of a new advisory agreement between EQK and Basic Capital Management, Inc., and the election of the new Board of Trustees. The Selling Shareholder hereby agrees to vote in favor of the Merger-Related Transactions.
Approval of Merger Agreement. The Board of Trustees and shareholders of EQK shall have approved the Amended and Restated Agreement and Plan of Merger dated as of August 25, 1998 by and among the Purchaser, ART Newco, L.L.C. ("ART Newco"), Basic Capital Management, Inc., EQK and Lend Lease Portfolio Management, Inc. (the "Merger Agreement") and the transactions contemplated thereby, including without limitation the amendment and restatement of EQK's Amended and Restated Declaration of Trust and the execution of the new advisory agreement, identified in the Merger Agreement, between EQK and Basic Capital Management, Inc.
Approval of Merger Agreement. (a) Each of the BIL Entities represents and warrants to the Stockholders that it owns, beneficially and of record, as of the date hereof, the
Approval of Merger Agreement. (a) As promptly as reasonably practicable (and in any event within twenty (20) Business Days) after the execution of this Agreement, the Company shall prepare a proxy statement in preliminary form for a special meeting of the Company’s stockholders (including any adjournments and postponements thereof, the “Stockholder Meeting”) (together with any amendments thereof or supplements thereto and any other required proxy materials, the “Proxy Statement”) and file it with the SEC and the Company and Parent shall cooperate with each other in connection with the preparation of the foregoing, including to cause their respective Affiliates, as applicable, to cooperate with the preparation of the foregoing. The Company shall use its reasonable best efforts to have the Proxy Statement cleared by the SEC as promptly as practicable after the filing thereof, including by using its reasonable best efforts to respond as promptly as reasonably practicable to any comments received from the SEC or its staff concerning the Proxy Statement. The Company ,Parent and Merger Sub shall notify the others promptly upon the receipt of any comments from the SEC or its staff or any other government officials and of any request by the SEC or its staff or any other government officials for amendments or supplements to the Proxy Statement and shall supply the others with copies of all correspondence between it or any of its Representatives, on the one hand, and the SEC, or its staff or any other government officials, on the other hand, with respect to the Proxy Statement. Without limiting the generality of the foregoing, each of Parent and Merger Sub shall cooperate, and shall cause their respective Affiliates to cooperate, with the Company in connection with the preparation and filing of the Proxy Statement, including promptly furnishing to the Company in writing upon request any and all information relating to Parent, Merger Sub and their respective Affiliates as may be required to be set forth in the Proxy Statement under Applicable Law. Parent shall ensure that such information supplied by it and its Affiliates in writing for inclusion in the Proxy Statement will not, on the date it is first mailed to stockholders of the Company and at the time of the Stockholder Meeting or filed with the SEC (as applicable), contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of ...
Approval of Merger Agreement. The STOCKHOLDER agrees to vote all of its shares of the COMPANY Stock in favor of the Merger and all other transactions contemplated by this Agreement.
Approval of Merger Agreement. 8. CONDITIONS PRECEDENT TO OBLIGATIONS OF THE STOCKHOLDERS AND THE COMPANY. . . . . . . . . . . . . . . . . . . . 8.1
Approval of Merger Agreement. Each Stockholder hereby acknowledges that it has read the Merger Agreement and this Agreement and has had the opportunity to consult with its tax and legal and other advisors with respect to the subject matter therein and herein and has voted all voting securities of Viyi (“Subject Shares”) held of record and beneficially owned (within the meaning of Rule 13d-3 of the Securities and Exchange Act) by it in favor of the Merger and the execution and delivery of the Merger Agreement.
Approval of Merger Agreement. 43 7.13 Distributions.............................................43 7.14
Approval of Merger Agreement. The RPGI Stockholder agrees to vote all of its shares of RPGI Stock in favor of the Merger and all other transactions contemplated by this Agreement.
