No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 4 contracts
Sources: Merger Agreement (Allovir, Inc.), Parent Stockholder Support Agreement (Allovir, Inc.), Parent Stockholder Support Agreement (Aerovate Therapeutics, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Subject Shares of the Company Shareholder. All rights, ownership and economic benefits of and relating to the Subject Shares of the Company Shareholder shall remain vested in and belong to such Stockholderthe Company Shareholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent Company or exercise any power or authority to direct such Stockholder the Company Shareholder in the voting or disposition of any of the Company Shareholder’s Subject Shares, except as otherwise provided herein.
Appears in 4 contracts
Sources: Company Shareholder Support Agreement (TETE Technologies Inc), Company Shareholder Support Agreement (TETE Technologies Inc), Company Shareholder Support Agreement (TETE Technologies Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent any other Person any direct or indirect ownership or incidence of ownership of of, or with respect to to, any Subject Shares. All Subject to the restrictions and requirements set forth in this Agreement, all rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has authority to managethis Agreement shall not confer any right, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority upon Parent or any other Person to direct such the Stockholder in the voting of any of the Shares, Subject Shares (except as otherwise specifically provided for herein).
Appears in 4 contracts
Sources: Agreement Not to Dissent (Noble Energy Inc), Agreement Not to Dissent (Clayton Williams Energy Inc /De), Agreement Not to Dissent (Clayton Williams Energy Inc /De)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent any other Person any direct or indirect ownership or incidence of ownership of of, or with respect to to, any Subject Shares. All Subject to the restrictions and requirements set forth in this Agreement, all rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such each Stockholder, and neither the Company nor Parent has authority to managethis Agreement shall not confer any right, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority upon Parent or any other Person to direct such Stockholder the Stockholders in the voting of any of the Shares, Subject Shares (except as otherwise specifically provided for herein).
Appears in 4 contracts
Sources: Merger Agreement (WPX Energy, Inc.), Support Agreement (WPX Energy, Inc.), Merger Agreement (Devon Energy Corp/De)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Covered Shares, except as otherwise provided herein.
Appears in 4 contracts
Sources: Merger Agreement (Graphite Bio, Inc.), Support Agreement (LENZ Therapeutics, Inc.), Support Agreement (LENZ Therapeutics, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any other Person any direct or indirect ownership or incidence of ownership of of, or with respect to to, any Subject Shares. All Subject to the restrictions and requirements set forth in this Agreement, all rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such Stockholdereach Shareholder, and neither the Company nor Parent has authority to managethis Agreement shall not confer any right, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority upon the Company or any other Person to direct such Stockholder the Shareholders in the voting of any of the Shares, Subject Shares (except as otherwise specifically provided for herein).
Appears in 4 contracts
Sources: Merger Agreement (Penn Virginia Corp), Merger Agreement (Lonestar Resources US Inc.), Support Agreement (Penn Virginia Corp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 4 contracts
Sources: Company Stockholder Support Agreement (Allovir, Inc.), Merger Agreement (Allovir, Inc.), Merger Agreement (Aerovate Therapeutics, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company each applicable Holder. Neither Parent nor Parent has Merger Sub shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder Holder in the voting of any of the Shares, except as otherwise provided hereinin this Agreement.
Appears in 4 contracts
Sources: Support Agreement (Engine Capital, L.P.), Support Agreement (Hill International, Inc.), Tender and Support Agreement (Engine Capital, L.P.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such the Stockholder in the voting of any of the Shares, except as otherwise specifically provided herein, or in the performance of the Stockholder’s duties or responsibilities as stockholders of the Company.
Appears in 4 contracts
Sources: Merger Agreement (STG Ugp, LLC), Merger Agreement (MSC Software Corp), Voting Agreement (STG Ugp, LLC)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any SharesOwned Shares or, except as expressly contemplated by Article I, the Company Warrant. All rights, ownership and economic benefits of and relating to the Owned Shares and, except as expressly contemplated by Article I, the Company Warrant shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided hereinShareholder.
Appears in 4 contracts
Sources: Warrant Transfer, Voting and Support Agreement (Columbia Banking System Inc), Warrant Transfer, Voting and Support Agreement (Intermountain Community Bancorp), Warrant Transfer, Voting and Support Agreement (Columbia Banking System Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent A any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholderthe Shareholder, and neither the Company nor Parent has A shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent Z or exercise any power or authority to direct such Stockholder the Shareholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 4 contracts
Sources: Voting and Support Agreement (Texas Regional Bancshares Inc), Voting and Support Agreement (Texas Regional Bancshares Inc), Voting and Support Agreement (Roney Glen E)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 4 contracts
Sources: Company Stockholder Support Agreement (TuHURA Biosciences, Inc./Nv), Company Stockholder Support Agreement (Kineta, Inc./De), Company Stockholder Support Agreement (Kintara Therapeutics, Inc.)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Subject Securities. All rights, ownership and economic benefits of and relating to the Shares Subject Securities shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder the Stockholders in the voting of any of the Shares, except as otherwise provided hereinherein or in the Company Stockholders’ Agreement.
Appears in 4 contracts
Sources: Voting and Support Agreement (TaskUs, Inc.), Voting and Support Agreement (TaskUs, Inc.), Voting and Support Agreement (TaskUs, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in Parent or the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Securities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to such Stockholdereach Holder, as applicable, and neither Parent and the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Holder or exercise any power or authority to direct such Stockholder any Holder in the voting or disposition of any of the SharesSecurities, except as otherwise expressly provided herein.
Appears in 3 contracts
Sources: Voting Support Agreement (Viper Energy, Inc.), Voting Support Agreement (Viper Energy, Inc.), Voting and Support Agreement (Viper Energy, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Support Agreement (Homology Medicines, Inc.), Support Agreement (Homology Medicines, Inc.), Support Agreement (Frequency Therapeutics, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any other Person any direct or indirect ownership or incidence of ownership of or with respect to any Shares or New Shares. All rights, ownership and economic benefits of and relating to the Shares or New Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares or New Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Voting Agreement (BioSig Technologies, Inc.), Support Agreement (Minim, Inc.), Support Agreement (BiomX Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholderthe Holder, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder the Holder in the voting or disposition of any of the Shares, except as otherwise expressly provided herein.
Appears in 3 contracts
Sources: Voting and Support Agreement (Parsley Energy, Inc.), Voting and Support Agreement (Jagged Peak Energy Inc.), Voting and Support Agreement
No Ownership Interest. Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder Shareholder or any of the entities listed on Schedule I hereto in the voting of any of the Covered Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Voting and Support Agreement (Fairfax Financial Holdings LTD/ Can), Voting and Support Agreement (Sokol David L), Voting and Support Agreement (Washington Dennis R)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent any of its Affiliates any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits benefit of and or relating to the Shares shall remain vested in and belong to such StockholderHolder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent by the Company or exercise any power or authority with respect to direct such Stockholder Holder in the voting of any of the Shares, except as otherwise specifically provided herein.
Appears in 3 contracts
Sources: Voting Agreement, Voting Agreement (Leyard American Corp), Voting Agreement (Stec, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company Parent nor Parent has Merger Sub shall have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent FFE or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Tender and Voting Agreement (Frozen Food Express Industries Inc), Tender and Voting Agreement (Frozen Food Express Industries Inc), Tender and Voting Agreement (Frozen Food Express Industries Inc)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has shall not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Stockholder Tender Agreement (Burger King Holdings Inc), Stockholder Tender Agreement (Burger King Holdings Inc), Stockholder Tender Agreement (Burger King Holdings Inc)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholderthe Shareholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Shareholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Shareholder Tender Agreement, Shareholder Agreement (Endo Pharmaceuticals Holdings Inc), Shareholder Agreement (Healthtronics, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholderthe Shareholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Shareholders in the voting of any of the Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Shareholders Agreement (Kos Pharmaceuticals Inc), Shareholders Agreement (Abbott Laboratories), Shareholders Agreement (Jaharis Mary)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall not have the authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the SharesShares to the extent such Shares are entitled to be voted, except as otherwise provided herein.
Appears in 3 contracts
Sources: Voting Agreement (Myos Rens Technology Inc.), Voting Agreement (Mast Therapeutics, Inc.), Voting Agreement (Mast Therapeutics, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any other Person any direct or indirect ownership or incidence of ownership of or with respect to any the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or shall not exercise any power or authority to direct such Stockholder in the voting of any of the Subject Shares, except as otherwise expressly provided herein.
Appears in 3 contracts
Sources: Support Agreement (Vistra Corp.), Support Agreement (Albertsons Companies, Inc.), Support Agreement (Albertsons Companies, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Subject Shares. All rights, ownership and economic benefits of of, and relating to to, the Subject Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or shall have no authority to direct such Stockholder the Stockholders in the voting or disposition of any of the Subject Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Voting and Support Agreement (Eastman Kodak Co), Voting and Support Agreement (Brookfield Asset Management Inc.), Voting and Support Agreement (GGP Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such the Stockholder in the voting or disposition of any of the Subject Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Transaction Agreement (Exscientia PLC), Voting and Support Agreement (Exscientia PLC), Voting and Support Agreement (Recursion Pharmaceuticals, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to the Shares of any SharesStockholder. All rights, ownership and economic benefits of and relating to the Shares of each Stockholder shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such any Stockholder in the voting of any of the SharesShares of such Stockholder, except as otherwise provided herein.
Appears in 3 contracts
Sources: Voting Agreement (Goldman Sachs Group Inc), Voting Agreement (Ebix Inc), Voting Agreement (Ebix Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Buyer Parent or Parent Buyer any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company Buyer Parent nor Parent has Buyer shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent Seller or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Voting Agreement (Costa Brava Partnership III LP), Voting Agreement (Techteam Global Inc), Voting Agreement (Emancipation Capital)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent Acquiror any direct or indirect ownership or incidence of ownership of or with respect to any Shares or New Shares. All rights, ownership ownership, and economic benefits of and relating to the Shares and to options to acquire Shares shall remain vested in and belong to such StockholderShareholder, and neither the Company nor Parent has Acquiror shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder Shareholder in the voting of any of the Shares, except as otherwise expressly provided herein.
Appears in 3 contracts
Sources: Voting Agreement (Safety Components International Inc), Voting Agreement (Brera Capital Partners Lp), Voting Agreement (Brera Capital Partners Lp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such Stockholderthe Principal Stockholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Principal Stockholders in the voting of any of the Covered Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Voting Agreement (Weston Graham M), Support Agreement (Eastman Chemical Co), Support Agreement (TAMINCO Corp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent Enterprise any direct or indirect ownership or incidence of ownership of or with respect to any of the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such StockholderShareholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer Enterprise shall not have any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder Shareholder in the voting of any of the Shares, except as otherwise provided set forth herein.
Appears in 3 contracts
Sources: Merger Agreement (Enterprise Financial Services Corp), Merger Agreement (Enterprise Financial Services Corp), Merger Agreement (First Choice Bancorp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Covered Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Merger Agreement (American Commercial Lines Inc.), Tender and Support Agreement (Protection One Inc), Tender and Support Agreement (Protection One Inc)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Subject Securities. All rights, ownership and economic benefits of and relating to the Shares Subject Securities shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the SharesSubject Securities, except as otherwise provided herein.
Appears in 3 contracts
Sources: Voting Agreement (Warburg Pincus Private Equity Viii L P), Voting Agreement (Amag Pharmaceuticals Inc.), Voting Agreement (Amag Pharmaceuticals Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or either Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such StockholderStockholders, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder Stockholders in the voting or disposition of any of the Shares, except as otherwise expressly provided herein.
Appears in 3 contracts
Sources: Voting Agreement (Volta Inc.), Voting Agreement (ProFrac Holding Corp.), Voting Agreement (Crestview Partners III GP, L.P.)
No Ownership Interest. Nothing Except as expressly set forth in this Agreement, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to to, or pecuniary interest in, any Shares. All rights, rights and ownership and economic benefits of and relating to the to, and pecuniary interest in, any Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such the Stockholder in the voting of any of the Shares, except as otherwise expressly provided hereinin this Agreement.
Appears in 3 contracts
Sources: Stockholder Agreement (Gramercy Capital Corp), Agreement for Sale of Membership Interests (KBS Real Estate Investment Trust, Inc.), Agreement for Sale of Membership Interests (Gramercy Capital Corp)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Purchaser any direct or indirect legal or beneficial ownership or incidence of ownership of or with respect to any the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to each Stockholder (without limiting such Stockholder’s obligations hereunder), and neither the Company Parent nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise Purchaser shall have any power or authority to direct such Stockholder in the voting or Transfer (as defined in the Company Certificate) of any of the Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Merger Agreement, Merger Agreement (Tableau Software Inc), Agreement and Plan of Merger (Salesforce Com Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent ION any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Covered Shares of the Shareholder. All rights, ownership and economic benefits of and relating to the Covered Shares of the Shareholder shall remain vested in and belong to such Stockholderthe Shareholder, and neither the Company nor Parent has ION shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent Company or exercise any power or authority to direct such Stockholder the Shareholder in the voting or disposition of any of the Shareholder’s Covered Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Merger Agreement (ION Acquisition Corp 1 Ltd.), Company Shareholder Support Agreement (Taboola.com Ltd.), Company Shareholder Support Agreement (Taboola.com Ltd.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such Stockholderthe Investor, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Investor in the voting of any of the Covered Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Contribution, Non Tender and Support Agreement (GTCR Gridlock Acquisition Sub, Inc.), Contribution, Non Tender and Support Agreement (Union Drilling Inc), Contribution, Non Tender and Support Agreement (Global Traffic Network, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence incidents of ownership of or with respect to any the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Stockholders in the voting of any of the Subject Shares, except as otherwise expressly provided hereinherein or in the Merger Agreement.
Appears in 3 contracts
Sources: Voting Agreement (Imperial Parking Corp), Voting and Option Agreement (Imperial Parking Corp), Voting and Option Agreement (Gotham Partners Lp /Ny/)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to the Covered Shares of any Sharesof the Stockholders. All rights, ownership and economic benefits of and relating to the Covered Shares of each of the Stockholders shall remain vested in and belong to each such Stockholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or shall have no authority to direct such any Stockholder in the voting or disposition of any of the such Stockholder’s Covered Shares, except as otherwise provided herein.
Appears in 3 contracts
Sources: Merger Agreement (Greenidge Generation Holdings Inc.), Merger Agreement (Support.com, Inc.), Support Agreement (Greenidge Generation Holdings Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such Stockholderthe Subject Shareholder[s], and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder [any][the] Subject Shareholder in the voting of any of the Subject Shares, except as otherwise expressly provided herein.
Appears in 2 contracts
Sources: Merger Agreement (JMP Group LLC), Merger Agreement (JMP Group LLC)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Acquisition Sub any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has not Acquisition Sub shall have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Transaction Support Agreement (Simtek Corp), Transaction Support Agreement (Cypress Semiconductor Corp /De/)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the Subject Shares, in each case, except as otherwise provided herein.
Appears in 2 contracts
Sources: Support Agreement (Dot Hill Systems Corp), Support Agreement (Dot Hill Systems Corp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence incident of ownership of or with respect to any SharesSecurities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such the Stockholder in the voting of any of the Sharessuch Securities, except as otherwise specifically provided herein.
Appears in 2 contracts
Sources: Voting Agreement (Landrys Restaurants Inc), Voting Agreement (Pershing Square Capital Management, L.P.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent Homology or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Support Agreement (Homology Medicines, Inc.), Support Agreement (Homology Medicines, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such the applicable Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such any Stockholder in the voting of any of the Covered Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Voting Agreement (Electro Rent Corp), Voting Agreement (Electro Rent Corp)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Stockholders in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Support Agreement (Jab Beech Inc.), Support Agreement (Greenlight Capital Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Merger Agreement (CohBar, Inc.), Support Agreement (CohBar, Inc.)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Owned Shares. All rights, ownership and economic benefits of and relating to the Owned Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder the Stockholders in the voting of any of the Owned Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Voting Agreement (Rouse Properties, Inc.), Voting Agreement (Brookfield Asset Management Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent the Members any direct or indirect ownership or incidence of ownership of or with respect to any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has or the Members shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder the Stockholders in the voting of any of the Subject Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Equity Transfer and Acquisition Agreement (Chart Acquisition Corp.), Supporting Stockholder Agreement (Chart Acquisition Corp.)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in Parent or the Company or Parent Purchaser any direct or indirect ownership or incidence of ownership of or with respect to any the Subject Shares. All Except as otherwise provided herein or in the Merger Agreement, all rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such each applicable Stockholder, and neither Parent nor the Company nor Parent has Purchaser shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Tender and Support Agreement (PLX Technology Inc), Tender and Support Agreement (PLX Technology Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Purchaser any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company each applicable Holder. Neither Parent nor Parent has Purchaser shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder Holder in the voting of any of the Shares, except as otherwise provided hereinin this Agreement.
Appears in 2 contracts
Sources: Merger Agreement (Smart & Final Stores, Inc.), Tender and Support Agreement (First Street Merger Sub, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All Except as provided in this Agreement, all rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided hereinStockholders.
Appears in 2 contracts
Sources: Tender and Support Agreement (Home Point Capital Inc.), Tender and Support Agreement (Mr. Cooper Group Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharessecurities of the Parent held by the Shareholder. All rights, ownership and economic benefits of and relating to the Shares such securities shall remain vested in and belong to such Stockholder, the Shareholder and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of the Parent or exercise any power or authority to direct such Stockholder any of the Shareholder in the voting of any of the Shares, securities except as otherwise specifically provided hereinhere.
Appears in 2 contracts
Sources: Shareholder Agreement (Zoran Corp \De\), Shareholder Agreement (Zoran Corp \De\)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to the Securities owned by any SharesStockholder. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to such the applicable Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such any Stockholder in the voting of any of the SharesSecurities owned by such Stockholder, except as otherwise provided herein.
Appears in 2 contracts
Sources: Tender and Voting Agreement (MediaMind Technologies Inc.), Tender and Voting Agreement (DG FastChannel, Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Covered Securities. All rights, ownership and economic benefits of and relating to the Shares Covered Securities shall remain vested in and belong to such Stockholderthe Holder, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or Opco LLC or exercise any power or authority to direct such Stockholder the Holder in the voting or disposition of any of the SharesCovered Securities, except as otherwise expressly provided herein.
Appears in 2 contracts
Sources: Voting and Support Agreement (Pioneer Natural Resources Co), Voting and Support Agreement (Pioneer Natural Resources Co)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent Terrain or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Merger Agreement (Talaris Therapeutics, Inc.), Support Agreement (Talaris Therapeutics, Inc.)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholderthe Subject Stockholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such any Subject Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Support Agreement (Pharmacyclics Inc), Support Agreement (AbbVie Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the Covered Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Merger Agreement (Reneo Pharmaceuticals, Inc.), Company Support Agreement (Reneo Pharmaceuticals, Inc.)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Transaction Agreement (VectivBio Holding AG), Tender and Support Agreement (Ironwood Pharmaceuticals Inc)
No Ownership Interest. Nothing contained in this Agreement shall will be deemed to vest in the Company or Parent any direct or indirect ownership or incidence incidents of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such StockholderShareholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder Shareholder in the voting of any of the Shares, except as otherwise provided hereinherein with respect to the Shares.
Appears in 2 contracts
Sources: Non Redeemtion Agreement (Roth CH Acquisition v Co.), Non Redeemption Agreement (Roth CH Acquisition IV Co.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Purchaser any direct or indirect ownership or incidence of ownership of or with respect to any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such StockholderShareholder, and neither the Company Parent nor Parent has Purchaser shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent Company or exercise any power or authority to direct such Stockholder Shareholder in the voting of any of the Subject Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Tender and Support Agreement (Costa Brava Partnership III LP), Tender and Support Agreement (Emancipation Capital)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such StockholderShareholder, and neither the Company nor Parent has does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent Vibrant or exercise any power or authority to direct such Stockholder Shareholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Merger Agreement (Vascular Biogenics Ltd.), Support Agreement (Vascular Biogenics Ltd.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Subject Securities. All rights, ownership and economic benefits of and relating to the Shares Subject Securities shall remain vested in and belong to such the Parent Stockholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of shall not have the policies or operations of Parent or exercise any power or authority to direct such the Parent Stockholder in the voting or disposition of any of the SharesSubject Securities, except as otherwise expressly provided herein.
Appears in 2 contracts
Sources: Voting and Support Agreement (Amplify Energy Corp), Voting and Support Agreement (Amplify Energy Corp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in Parent or the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to the Covered Shares of any SharesStockholder. All rights, ownership and economic benefits of and relating to the Covered Shares of each Stockholder shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent Company or exercise any power or authority to direct such Stockholder in the voting or disposition of any of the Stockholder’s Covered Shares, except as otherwise provided hereinin this Agreement.
Appears in 2 contracts
Sources: Voting and Support Agreement (SilverSun Technologies, Inc.), Voting and Support Agreement (SilverSun Technologies, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Purchaser any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Securities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to such each applicable Stockholder, and neither the Company Parent nor Parent has Purchaser shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Ambit Biosciences Corp), Tender Agreement (Ambit Biosciences Corp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Acquisition Sub any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company Parent nor Parent has Acquisition Sub shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Tender and Voting Agreement (Chordiant Software Inc), Tender and Voting Agreement (Pegasystems Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership ownership, and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has and Merger Sub shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Support Agreement (Nanosphere Inc), Support Agreement (Nanosphere Inc)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Subject Securities. All rights, ownership and economic benefits of and relating to the Shares Subject Securities shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder the Stockholders in the voting of any of the Shares, except as otherwise provided hereinherein or in the Company Stockholders’ Agreement.
Appears in 2 contracts
Sources: Voting and Support Agreement (TaskUs, Inc.), Voting and Support Agreement (TaskUs, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in Insight or the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent Insight or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Merger Agreement (Ikena Oncology, Inc.), Support Agreement (Ikena Oncology, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any other person any direct or indirect ownership or incidence incident of ownership of or with respect to any Existing Shares. All rights, ownership and economic benefits of and relating to the Existing Shares shall remain vested in and belong to such Stockholderthe holder thereof, and neither the Company nor Parent has no other person shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder any Shareholder in the voting of any of the Shares, Existing Shares except as otherwise provided herein.in this Agreement. [Signature Pages Follow]
Appears in 2 contracts
Sources: Voting and Support Agreement (Keysight Technologies, Inc.), Voting and Support Agreement (Keysight Technologies, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in Insight or the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such StockholderShareholder, and neither the Company nor Parent has shall not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company, or exercise any power or authority to direct such Stockholder Shareholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Merger Agreement (Ikena Oncology, Inc.), Support Agreement (Ikena Oncology, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent any other Person any direct or indirect ownership or incidence of ownership of of, or with respect to to, any Subject Shares. All Subject to the restrictions and requirements set forth in this Agreement, all rights, ownership and economic benefits of and relating to the each Shareholder’s Subject Shares shall remain vested in and belong to such StockholderShareholder, and neither the Company nor Parent has authority to managethis Agreement shall not confer any right, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority upon Parent or any other Person to direct such Stockholder any Shareholder in the voting of any of the Shares, its Subject Shares (except as otherwise specifically provided for herein).
Appears in 2 contracts
Sources: Support Agreement (Juniper Capital III GP, L.P.), Support Agreement (Baytex Energy Corp.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares or New Shares. All rights, ownership and economic benefits of and relating to the Shares or New Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Merger Agreement (Selecta Biosciences Inc), Merger Agreement (First Wave BioPharma, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the Common Shares, except as otherwise expressly provided herein.
Appears in 2 contracts
Sources: Tender and Voting Agreement (Cognos Inc), Tender and Voting Agreement (Cognos Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in the Company or Parent Purchaser any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such Stockholderthe Investor, and neither the Company nor Parent has Purchaser shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Investor in the voting of any of the Covered Shares, except as otherwise provided hereinin this Agreement.
Appears in 2 contracts
Sources: Stock Purchase Agreement (GTCR Valor Merger Sub, Inc.), Stock Purchase Agreement (JMI Equity Fund VI LP)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent any other Person any direct or indirect ownership or incidence of ownership of of, or with respect to to, any Subject Shares. All Subject to the restrictions and requirements set forth in this Agreement, all rights, ownership and economic benefits of and relating to the each Stockholder’s Subject Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has authority to managethis Agreement shall not confer any right, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority upon Parent or any other Person to direct such any Stockholder in the voting of any of the Shares, its Subject Shares (except as otherwise specifically provided for herein).
Appears in 2 contracts
Sources: Merger Agreement (Penn Virginia Corp), Merger Agreement (Lonestar Resources US Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company either Parent or Parent Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to any Stockholder Shares. All rights, ownership and economic benefits of and relating to the Stockholder Shares shall remain vested in and belong to such Stockholder, and neither the Company Parent nor Parent has Merger Sub shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Stockholder Shares, except as otherwise specifically provided herein, or in the performance of the Stockholder’s duties or responsibilities as a stockholder of the Company.
Appears in 2 contracts
Sources: Voting Agreement (Authentec Inc), Support Agreement (L-1 Identity Solutions, Inc.)
No Ownership Interest. Nothing Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the Shares, except as otherwise provided herein.. [Signature Page Follows]
Appears in 2 contracts
Sources: Tender and Support Agreement (Hicks Kerry R), Tender and Support Agreement (Health Grades Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholderthe Shareholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Shareholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Merger Agreement (Paxar Corp), Voting and Support Agreement (AmNet Mortgage, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Voting Agreement (Pearson PLC), Voting Agreement (Interactive Data Corp/Ma/)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent any of its Affiliates any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits benefit of and relating to the Covered Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority with respect to direct such Stockholder the Stockholders in the voting of any of the Shares, Covered Shares except as otherwise specifically provided hereinherein and in the Merger Agreement.
Appears in 2 contracts
Sources: Voting Agreement (PAE Inc), Voting Agreement (Cision Ltd.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent any of its direct or indirect owners any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholdereach Shareholder, as applicable, and neither the Company Parent nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of its direct or indirect owners shall have the policies or operations of Parent or exercise any power or authority to direct such Stockholder Shareholder in the voting or disposition of any of the Shares, except as otherwise expressly provided herein.
Appears in 2 contracts
Sources: Tender and Support Agreement (Shift4 Payments, Inc.), Tender and Support Agreement (Shift4 Payments, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or the Parent any direct or indirect ownership or incidence of ownership of or with respect to any of the Owned Shares. All rights, ownership and economic benefits of and relating to the Owned Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Sharesand, except as otherwise provided herein, the Company and the Parent shall have no authority to direct the Stockholders in the voting or disposition of any of the Owned Shares.
Appears in 2 contracts
Sources: Voting and Support Agreement (Thomas H. Lee Advisors, LLC), Voting and Support Agreement (Dun & Bradstreet Holdings, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Shares. All rights, ownership and economic benefits of and relating to the such Shares shall remain vested in and belong to such StockholderStockholder or his affiliates, and neither the Company nor Parent has authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or shall have no authority to direct such Stockholder in the voting or disposition of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Voting Agreement (Narrowstep Inc), Voting Agreement (Onstream Media CORP)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Shares of the Stockholder. All rights, ownership and economic benefits of and relating to the Shares of the Stockholder shall remain vested in and belong to such the Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the its Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Voting Agreement (Rennes Fondation), Voting Agreement (Goldman Sachs Group Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Sharesthe Securities. All rights, ownership and economic benefits of and relating to the Shares Securities shall remain vested in and belong to such Stockholderthe Holder, and neither the Company nor Parent has shall not have any authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or Company OpCo or exercise any power or authority to direct such Stockholder the Holder in the voting or disposition of any of the SharesSecurities, except as otherwise expressly provided herein.
Appears in 2 contracts
Sources: Voting and Support Agreement (Aris Water Solutions, Inc.), Voting and Support Agreement (Western Midstream Partners, LP)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any the Subject Shares. All rights, ownership and economic benefits of and relating related to the Subject Shares shall remain vested in and belong to such Stockholderthe Shareholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Shareholders in the voting of any of the Subject Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Shareholder Agreement (Action Performance Companies Inc), Shareholder Agreement (International Speedway Corp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such Stockholderthe Stockholders, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Stockholders in the voting of any of the Subject Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Voting and Support Agreement (Quinpario Acquisition Corp.), Voting Agreement (Ecollege Com)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in any of Parent, Merger Sub, the Company or Parent any of their respective Affiliates any direct or indirect ownership or incidence of ownership of or with respect to any SharesSubject Securities. All rights, ownership and economic benefits of and relating to the Shares Subject Securities shall remain vested in and belong to such StockholderShareholder, and neither none of Parent, Merger Sub, the Company nor Parent has or any of their respective Affiliates shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder Shareholder in the voting of any of the Shares, Subject Securities except as otherwise expressly provided hereinin this Agreement.
Appears in 2 contracts
Sources: Voting Agreement (Sigma Designs Inc), Voting Agreement (Silicon Laboratories Inc)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Owned Shares. All rights, ownership and economic benefits of and relating to the Owned Shares shall remain vested in and belong to such Stockholderthe applicable Shareholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent GHB or exercise any power or authority to direct such Stockholder the Shareholder in the voting of any of the Owned Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Voting and Sell Down Agreement (ConnectOne Bancorp, Inc.), Voting and Sell Down Agreement (ConnectOne Bancorp, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent Offeror any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholderthe Major Stockholders, and neither the Company nor Parent has Offeror shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such any Major Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Stockholders Support Agreement (Bio Lok International Inc), Stockholders Support Agreement (Radius Venture Partners Ii Lp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent any of its Affiliates any direct or indirect ownership or incidence of ownership of or with respect to any the Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such the Stockholder, and neither the Company Parent nor any Affiliate of Parent has shall have any authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such the Stockholder in the voting of any of the Covered Shares, except as otherwise expressly provided herein.
Appears in 2 contracts
Sources: Voting Agreement (Urstadt Biddle Properties Inc), Voting Agreement (Regency Centers Lp)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Parent Stockholder Support Agreement (Kintara Therapeutics, Inc.), Parent Stockholder Support Agreement (Kintara Therapeutics, Inc.)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has does not have authority to exercise any power or authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Parent Stockholder Support Agreement (TuHURA Biosciences, Inc./Nv), Parent Stockholder Support Agreement (Kineta, Inc./De)
No Ownership Interest. Nothing contained in this Agreement shall be deemed deemed, upon execution, to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to such Principal Stockholder, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, govern or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Principal Stockholder in the voting of any of the Covered Shares, except as otherwise provided herein.
Appears in 2 contracts
Sources: Support Agreement (Majesco), Support Agreement (Majesco LTD)
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company Parent or Parent Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has and Merger Sub shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.operations
Appears in 1 contract
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent any direct or indirect ownership or incidence of ownership of or with respect to any SharesShares or Rights. All rights, ownership and economic benefits of and relating to the Shares and Rights shall remain vested in and belong to such Stockholderthe applicable clients of the Investment Adviser, and neither the Company nor Parent has shall have no authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent the Company or exercise any power or authority to direct such Stockholder the Investment Adviser or any client of the Investment Adviser in the voting of any of the SharesShares or Rights, except as otherwise provided herein.
Appears in 1 contract
Sources: Voting Agreement ('Mktg, Inc.')
No Ownership Interest. Nothing contained in this Agreement shall be deemed to vest in the Company or Parent the Proxy any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to such Stockholder, and neither the Company nor Parent has or the Proxy does not have authority to manage, direct, superintend, restrict, regulate, govern, or administer any of the policies or operations of Parent or exercise any power or authority to direct such Stockholder in the voting of any of the Shares, except as otherwise provided herein.
Appears in 1 contract