Approval of Merger; Related Matters Clause Samples
Approval of Merger; Related Matters. Each of the Securityholders represents and warrants that such Securityholders, in his or her capacity as a shareholder of the Company (i) approves of and consents to the Merger as set forth in this Agreement, (ii) waives any notice of a shareholder's meeting or similar corporate formality in connection with the approval of the transactions described herein, including, without limitation, the Merger, (iii) waives any rights to protest or object to the Merger or to the exercise of any statutory remedy of appraisal as to the Stock owned by such Securityholders as provided in the AGCL, (iv) has received a copy of resolutions approving the Merger in accordance with the AGCL, and (v), to the extent such Securityholders owe any amounts to the Company, or its subsidiaries or affiliates, pursuant to any Promissory Note issued by such Securityholders to the Company, or to its subsidiaries or affiliates, consents to the use of a portion of the Merger Consideration payable to such Securityholders to pay off each such Promissory Note.
Approval of Merger; Related Matters. ▇▇▇▇▇▇ represents and warrants that he, in his capacity as a shareholder of the Company, (a) approves of and consents to the Merger as set forth in this Agreement, (b) waives any notice of a shareholder's meeting or similar corporate formality in connection with the approval of the transactions described herein, including, without limitation, the Merger, (c) waives any rights to protest or object to the Merger or to the exercise of any statutory remedy of appraisal as to the Stock owned by him as provided in the FGCL, and (d) has received a copy of resolutions approving the Merger in accordance with the FGCL. ▇▇▇▇▇▇ represents and warrants that he owes no amounts to the Company pursuant to any promissory note issued by him or otherwise.
Approval of Merger; Related Matters. ▇▇▇▇▇▇ represents and warrants that ▇▇▇▇▇▇, in his or her capacity as a shareholder of the Company (i) approves of and consents to the Merger as set forth in this Agreement, (ii) waives any notice of a shareholder's meeting or similar corporate formality in connection with the approval of the transactions described herein, including, without limitation, the Merger,
Approval of Merger; Related Matters. The Securityholder represents and warrants that such Securityholder, in his capacity as a shareholder of the Company (i) approves of and consents to the Merger as set forth in this Agreement, (ii) waives any notice of a shareholder's meeting or similar corporate formality in connection with the approval of the transactions described herein, including, without limitation, the Merger, (iii) waives any rights to protest or object to the Merger or to the exercise of any statutory remedy of appraisal as to the Stock owned by such Securityholder as provided in the NMBCA, (iv) has received a copy of resolutions approving the Merger in accordance with the NMBCA, and (v), to the extent such Securityholder owes any amounts to the Company, or its subsidiaries, pursuant to any Promissory Note issued by such Securityholder to the Company, or to its subsidiaries, consents to the use of a portion of the Merger Consideration payable to such Securityholder to pay off each such Promissory Note.
Approval of Merger; Related Matters. Thomas represents and warr▇▇▇▇ ▇hat he, in his capacity as a shareholder of the Company, (a) approves of and consents to the Merger as set forth in this Agreement, (b) waives any notice of a shareholder's meeting or similar corporate formality in connection with the approval of the transactions described herein, including, without limitation, the Merger, (c) waives any rights to protest or object to the Merger or to the exercise of any statutory remedy of appraisal as to the Stock owned by him as provided in the FGCL, and (d) has received a copy of resolutions approving the Merger in accordance with the FGCL. Thomas represents and warr▇▇▇▇ ▇hat he owes no amounts to the Company pursuant to any promissory note issued by him or otherwise.