Common use of Action in Stockholder Capacity Only Clause in Contracts

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as director or officer of the Company. Stockholder signs solely in his capacity as a recordholder and beneficial owner of the Shares, and nothing herein shall limit or affect any actions taken in his capacity as an officer or director of the Company.

Appears in 20 contracts

Samples: Stockholder Agreement (Oscar Acquisition Corp), Stockholder Agreement (Oscar Acquisition Corp), Stockholder Agreement (Oscar Acquisition Corp)

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Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Company. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein in this Agreement shall (or shall require any Stockholder to attempt to) limit or affect restrict any actions taken Stockholder who is a director or officer of the Company from acting in his such capacity (it being understood that this Agreement shall apply to Stockholder solely in Stockholder’s capacity as an officer or director a holder of the CompanyShares).

Appears in 13 contracts

Samples: Voting Agreement (Quantrx Biomedical Corp), Voting Agreement (Nurx Pharmaceuticals, Inc.), Voting Agreement (Jda Software Group Inc)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein hereunder as a director or officer of the Company. Stockholder signs this Agreement solely in his capacity as a recordholder and beneficial owner of the Shares, and nothing herein shall limit or affect effect any actions taken in his Stockholder's capacity as an officer or director of the Company.

Appears in 7 contracts

Samples: Voting Agreement (At&t Corp), Voting Agreement (Vanguard Cellular Systems Inc), Voting Agreement (Vanguard Cellular Systems Inc)

Action in Stockholder Capacity Only. The Stockholder makes no agreement or understanding herein as director or officer of the Company. Stockholder signs solely in any capacity other than his capacity as a recordholder record holder and beneficial owner of the Shares, Shares and nothing herein shall limit or affect any actions action taken in his any other capacity as an officer or director of the Company.

Appears in 7 contracts

Samples: Stockholder Agreement (Earthlink Inc), Stockholder Agreement (Softbank Corp), Stockholder Agreement (Peoplepc Inc)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the CompanyMerger Partner. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Merger Partner Shares, and nothing herein shall limit or affect any actions taken in his Stockholder’s capacity as an officer or director of the CompanyMerger Partner.

Appears in 6 contracts

Samples: Stockholder Agreement (Pernix Therapeutics Holdings, Inc.), Stockholder Agreement (Pernix Therapeutics Holdings, Inc.), Stockholder Agreement (Pernix Therapeutics Holdings, Inc.)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the CompanyParent. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein in this Agreement shall (or shall require any Stockholder to attempt to) limit or affect restrict any actions taken Stockholder who is a director or officer of Parent from acting in his such capacity (it being understood that this Agreement shall apply to Stockholder solely in Stockholder’s capacity as an officer or director a holder of the CompanyShares).

Appears in 5 contracts

Samples: Stockholder Voting Agreement (Amis Holdings Inc), Merger Agreement (Amis Holdings Inc), Voting Agreement (Jda Software Group Inc)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Public Company. Stockholder signs solely in his Stockholder's capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his Stockholder's capacity as an officer or director of Public Company. Nothing herein shall prevent or preclude an officer, director or manager of the Stockholder who is serving as a director of Public Company from taking or not taking any action in his capacity as a director of Public Company.

Appears in 5 contracts

Samples: Stockholder Agreement (Nitromed Inc), Stockholder Agreement (Nitromed Inc), Stockholder Agreement (Invus Public Equities, LP)

Action in Stockholder Capacity Only. The Stockholder makes no agreement or understanding herein as director or officer of the Company. Stockholder signs solely in his any capacity other than Stockholder's capacity as a recordholder record holder and beneficial owner of the Shares, Management Common Stock and nothing herein shall limit or affect any actions action taken or not taken in his any other capacity as an officer or director of the Company.

Appears in 4 contracts

Samples: Restricted Stock Agreement (Greenfield Online Inc), Restricted Stock Agreement (Greenfield Online Inc), Restricted Stock Agreement (Greenfield Online Inc)

Action in Stockholder Capacity Only. No Stockholder makes no any agreement or understanding herein as a director or officer of the Company or in any capacity other than as a stockholder of the Company. Each Stockholder signs solely in his its capacity as a recordholder record holder and beneficial owner of the Shares, Shares and nothing herein shall limit or affect any actions taken by a representative of such Stockholder in his such representative's capacity as an officer or director of the Company.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Excelcom Inc), Stockholder Voting Agreement (Westwood One Inc /De/), Consent and Voting Agreement (Teleglobe Inc)

Action in Stockholder Capacity Only. The Stockholder makes no agreement or understanding herein as director or officer of the Company. The Stockholder signs solely in his capacity as a recordholder record holder and beneficial owner of the Shares, and nothing herein shall limit or affect any actions taken in his capacity as an officer or director of the Company.

Appears in 4 contracts

Samples: Voting Agreement (NCS Healthcare Inc), Voting Agreement (NCS Healthcare Inc), Voting Agreement (Genesis Health Ventures Inc /Pa)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Company. Stockholder signs solely in his capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his capacity as an officer or director of the Company.

Appears in 2 contracts

Samples: Stockholder Voting Agreement (Bbac LLC), Stockholder Voting Agreement (Back Yard Burgers Inc)

Action in Stockholder Capacity Only. No Stockholder makes no any agreement or understanding herein as a director or officer of the Public Company. Each Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his Stockholder’s capacity as an officer or director of the Public Company.

Appears in 2 contracts

Samples: Merger Agreement (Critical Therapeutics Inc), Merger Agreement (Cornerstone BioPharma Holdings, Inc.)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the CompanyMerger Partner. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his Stockholder’s capacity as an officer or director of Merger Partner. Nothing herein shall prevent or preclude an officer, director or manager of the CompanyStockholder who is serving as a director of Merger Partner from taking or not taking any action in his capacity as a director of Merger Partner.

Appears in 2 contracts

Samples: Stockholder Agreement (Nitromed Inc), Stockholder Agreement (Rho Capital Partners Inc)

Action in Stockholder Capacity Only. The Stockholder makes no agreement or understanding herein as director a director, employee, officer or officer agent of the Company. The Stockholder signs solely in his its capacity as a recordholder record holder and beneficial owner owner, as applicable, of the SharesCompany Securities, and nothing herein shall limit or affect any actions taken in his capacity any other capacity, including without limitation, as an officer officer, director, employee, or director agent of the Company.

Appears in 2 contracts

Samples: Voting Agreement (Ruths Hospitality Group, Inc.), Voting Agreement (Ruths Hospitality Group, Inc.)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Company. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his Stockholder’s capacity as an officer or director of the Company.

Appears in 2 contracts

Samples: Merger Agreement (On Semiconductor Corp), Merger Agreement (Catalyst Semiconductor Inc)

Action in Stockholder Capacity Only. The Stockholder makes no agreement or understanding herein as a director or officer of the CompanyParent or in any capacity other than as a stockholder of Parent. The Stockholder signs solely in his its capacity as a recordholder record holder and beneficial owner of the Shares, Shares and nothing herein shall limit or affect any actions taken by a representative of such Stockholder in his such representative's capacity as an officer or director of the Company.Parent. SIGNATURE PAGE TO PARENT STOCKHOLDER VOTING AGREEMENT

Appears in 2 contracts

Samples: Stockholder Voting Agreement (Metro Networks Inc), Parent Stockholder Voting Agreement (CBS Corp)

Action in Stockholder Capacity Only. No Stockholder makes no any agreement or understanding herein as a director or officer of the Company. Each Stockholder signs solely in his its capacity as a recordholder record holder and beneficial owner of the Shares, Shares and nothing herein shall limit or affect any actions taken by a representative of such Stockholder in his such representative's capacity as an officer or director of the CompanyCompany (it being understood and agreed that the provisions of this paragraph shall not affect the rights and obligations of any party to the Merger Agreement or any other agreement).

Appears in 2 contracts

Samples: Voting Agreement (Tele Communications Inc /Co/), Voting Agreement (At&t Corp)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the CompanyMerger Partner. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his Stockholder’s capacity as an officer or director of the CompanyMerger Partner.

Appears in 2 contracts

Samples: Merger Agreement (Critical Therapeutics Inc), Merger Agreement (Cornerstone BioPharma Holdings, Inc.)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Public Company. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his Stockholder’s capacity as an officer or director of Public Company. Nothing herein shall prevent or preclude an officer, director or manager of the Stockholder who is serving as a director of Public Company from taking or not taking any action in his capacity as a director of Public Company.

Appears in 2 contracts

Samples: Stockholder Agreement (Nitromed Inc), Stockholder Agreement (Rho Capital Partners Inc)

Action in Stockholder Capacity Only. No Stockholder makes no any agreement or understanding herein as a director or officer of the Company or in any capacity other than as a stockholder of the Company. Each Stockholder signs solely in his his/her capacity as a recordholder record holder and beneficial owner of the Shares, Company Shares and nothing herein shall limit or affect any actions taken by a representative of such Stockholder in his such representative's capacity as an officer or director of the Company.

Appears in 2 contracts

Samples: Company Stockholder Voting Agreement (Snyder Communications Inc), Company Stockholder Voting Agreement (Zuckerman Mortimer B)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Company. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his Stockholder’s (or any designee of Stockholder’s) capacity as an officer or director of the Company.

Appears in 2 contracts

Samples: Stockholder Agreement (Targanta Therapeutics Corp.), Stockholder Agreement (Targanta Therapeutics Corp.)

Action in Stockholder Capacity Only. Each Stockholder makes no agreement or understanding herein as director a director, employee, officer or officer agent of the CompanyBuyer. Each Stockholder signs solely in his capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his capacity any other capacity, including without limitation, as an officer officer, director, employee, or director agent of the CompanyBuyer.

Appears in 2 contracts

Samples: Stockholder Voting Agreement (Lazarus Management Co LLC), Stockholder Voting Agreement (Authentidate Holding Corp)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Company. Stockholder signs solely in his Stockholder’s capacity as a recordholder and beneficial owner Beneficial Owner of the Shares, and nothing herein shall limit or affect any actions taken in his Stockholder’s capacity as an officer or director of the Company.

Appears in 2 contracts

Samples: Voting and Standstill Agreement, Voting and Standstill Agreement (Hain Celestial Group Inc)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as director director, officer or officer employee of the CompanySeller. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner of the Shares, and nothing herein shall limit or affect any actions taken in his or its capacity as an officer officer, director or director employee of the CompanySeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Epresence Inc)

Action in Stockholder Capacity Only. No Stockholder makes no any agreement or understanding herein hereunder as a director or officer of the Company. Each Stockholder signs this Agreement solely in his his, her or its capacity as a recordholder record and beneficial owner owners of the SharesSubject Securities, and nothing herein shall limit or affect any actions taken in his such Stockholder's capacity as an officer or director of the Company, including, without limitation, any actions taken by such person in the exercise of such person's fiduciary duties as a director of the Company.

Appears in 1 contract

Samples: Stockholder Voting Agreement (Miv Acquition Corp)

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Action in Stockholder Capacity Only. No Stockholder makes no any agreement or understanding herein as a director or officer of the Company. Each Stockholder signs solely in his capacity as a recordholder and record holder and/or beneficial owner of the Shares, and nothing herein shall limit or affect any actions taken in his capacity as an officer or director of the Company.

Appears in 1 contract

Samples: Merger Agreement (Forgent Networks Inc)

Action in Stockholder Capacity Only. Each Stockholder makes no agreement or understanding herein as director a director, employee, officer or officer agent of the CompanyTarget. Each Stockholder signs solely in his capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Shares, and nothing herein shall limit or affect any actions taken in his capacity any other capacity, including without limitation, as an officer officer, director, employee, or director agent of the CompanyTarget.

Appears in 1 contract

Samples: Stockholder Voting Agreement (Viropharma Inc)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Company. Stockholder signs has executed and delivered this Agreement solely in his capacity as a recordholder holder of record and beneficial owner of the Shares, and nothing herein shall limit or affect any actions taken in his capacity as an officer or a director of the Company.

Appears in 1 contract

Samples: Stock Voting Agreement (Concorde Career Colleges Inc)

Action in Stockholder Capacity Only. No Stockholder makes no any agreement or understanding herein as a director or officer of the Company. Each Stockholder signs is signing this Agreement solely in his such Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the Voting Shares, and nothing herein shall limit or affect any actions taken in his such Stockholder’s capacity as an officer or director of the Company.

Appears in 1 contract

Samples: Stockholders' Agreement (Asiainfo Holdings Inc)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as director or officer of the Company. The Stockholder signs solely in his its capacity as a recordholder and beneficial owner of, or the general partner of the partnership which is the beneficial owner of, the Shares, and nothing herein shall limit or affect any actions taken in his its capacity as an officer or director of the Company.

Appears in 1 contract

Samples: Stock Voting Agreement (Inacom Corp)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as director or officer of the Company. The Stockholder signs solely in his capacity as a recordholder and beneficial owner of the Shares, and nothing herein shall limit or affect any actions taken in his capacity as an officer or director of the Company.

Appears in 1 contract

Samples: Stock Voting Agreement (Hudson James T)

Action in Stockholder Capacity Only. No Stockholder makes no any ----------------------------------- agreement or understanding herein as a director or officer of the Company. Each Stockholder signs solely in his its capacity as a recordholder record holder and beneficial owner of the Shares, Shares and nothing herein shall limit or affect any actions taken by a representative of such Stockholder in his such representative's capacity as an officer or director of the CompanyCompany (it being understood and agreed that the provisions of this paragraph shall not affect the rights and obligations of any party to the Merger Agreement or any other agreement).

Appears in 1 contract

Samples: Voting Agreement (Teleport Communications Group Inc)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as director director, officer or officer employee of the CompanySeller. Stockholder signs solely in his Stockholder's capacity as a recordholder record holder and beneficial owner of the Shares, and nothing herein shall limit or affect any actions taken in his or its capacity as an officer officer, director or director employee of the CompanySeller.

Appears in 1 contract

Samples: Voting Agreement (Harbourvest Partners LLC)

Action in Stockholder Capacity Only. The Stockholder makes no agreement or understanding herein as director or officer of the Company. Stockholder signs solely in his any capacity other than Stockholder’s capacity as a recordholder record holder and beneficial owner of the Shares, Shares and nothing herein shall limit or affect any actions action taken or not taken in his any other capacity as an officer or director of the Company.

Appears in 1 contract

Samples: Voting Agreement (Microsoft Corp)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as director or officer of the Company. The Stockholder signs solely in his its capacity as a recordholder and beneficial owner of the Shares, and nothing herein shall limit or affect any actions taken in his its capacity as an officer or director of the Company.

Appears in 1 contract

Samples: Stock Voting Agreement (Inacom Corp)

Action in Stockholder Capacity Only. No Stockholder makes no any agreement or understanding herein hereunder as a director or officer of the Company. Each Stockholder signs this Agreement solely in his his, her or its capacity as a recordholder record and beneficial owner owners of the SharesSubject Securities, and nothing herein shall limit or affect any actions taken in his such Stockholder’s capacity as an officer or director of the Company, including, without limitation, any actions taken by such person in the exercise of such person’s fiduciary duties as a director of the Company.

Appears in 1 contract

Samples: Stockholder Voting Agreement (Medialink Worldwide Inc)

Action in Stockholder Capacity Only. Stockholder makes no agreement or understanding herein as a director or officer of the Company. Stockholder signs solely in his Stockholder’s capacity as a recordholder record holder and beneficial owner owner, as applicable, of the SharesShares and Company Options, and nothing herein in this Agreement shall (or shall require any Stockholder to attempt to) limit or affect restrict any actions taken Stockholder who is a director or officer of the Company from acting in his such capacity (it being understood that this Agreement shall apply to Stockholder solely in Stockholder’s capacity as an officer or director a holder of the CompanyShares and Company Options).

Appears in 1 contract

Samples: Voting Agreement (Jda Software Group Inc)

Action in Stockholder Capacity Only. The Stockholder makes no agreement or understanding herein as director or officer of the Company. Stockholder signs solely in any capacity other than his capacity as a recordholder record holder and beneficial owner of the Shares, Shares and nothing herein shall limit or affect any actions action taken in his any other capacity as an officer or director of the Company. The foregoing Agreement is hereby executed as of the date first above written.

Appears in 1 contract

Samples: Merger Agreement (Objective Systems Integrators Inc)

Action in Stockholder Capacity Only. No Stockholder makes no any ----------------------------------- agreement or understanding herein hereunder as a director or officer of the Company. Each Stockholder signs this Agreement solely in his his, her or its capacity as a recordholder record and beneficial owner owners of the SharesSubject Securities, and nothing herein shall limit or affect any actions taken in his such Stockholder's capacity as an officer or director of the Company, including, without limitation, any actions taken by such person in the exercise of such person's fiduciary duties as a director of the Company.

Appears in 1 contract

Samples: Stockholder Voting Agreement (American Cellular Corp /De/)

Action in Stockholder Capacity Only. The Stockholder makes no agreement or understanding herein as a director or officer of the CompanyParent or in any capacity other than as a stockholder of Parent. The Stockholder signs solely in his its capacity as a recordholder record holder and beneficial owner of the Parent Shares, and nothing herein shall limit or affect any actions taken by a representative of the Stockholder in his such representative's capacity as an officer or director of the Company.Parent. SIGNATURE PAGE TO PARENT STOCKHOLDER VOTING AGREEMENT

Appears in 1 contract

Samples: Stockholder Voting Agreement (Snyder Communications Inc)

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