Common use of Action in Stockholder Capacity Only Clause in Contracts

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the beneficial owner of its Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 8 contracts

Samples: Support Agreement (ARCA Biopharma, Inc.), Merger Agreement (Neoleukin Therapeutics, Inc.), Company Stockholder Support Agreement (Neoleukin Therapeutics, Inc.)

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Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the CompanyParent. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the CompanyParent.

Appears in 6 contracts

Samples: Parent Support Agreement (Eliem Therapeutics, Inc.), Support Agreement (ARCA Biopharma, Inc.), Parent Stockholder Support Agreement (Redmile Group, LLC)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the CompanyMerger Partner. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the CompanyMerger Partner.

Appears in 5 contracts

Samples: Merger Partner Support Agreement (Pieris Pharmaceuticals, Inc.), Merger Partner Support Agreement (Pieris Pharmaceuticals, Inc.), Support Agreement (IMARA Inc.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and/or beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 5 contracts

Samples: Company Stockholder Support Agreement (Pulmatrix, Inc.), Merger Agreement (Allovir, Inc.), Company Stockholder Support Agreement (Allovir, Inc.)

Action in Stockholder Capacity Only. The Stockholder is entering into parties acknowledge that this Agreement is entered into by each Stockholder solely in the such Stockholder’s capacity as the beneficial owner of its Shares and not in the such Stockholder’s Shares and, notwithstanding anything herein to the contrary, nothing in this Agreement in any way restricts or limits any action taken by such Stockholder or any designee or related party of such Stockholder in his or her capacity as a director or officer of the Company. Nothing herein shall limit Company and the taking of any actions in his or affect the Stockholder’s ability to act her capacity as an officer or director of the CompanyCompany will not be deemed to constitute a breach of this Agreement, regardless of the circumstances related thereto.

Appears in 5 contracts

Samples: Voting Agreement (Velocity Express Corp), Lock Up and Voting Agreement (NeoStem, Inc.), Lock Up and Voting Agreement (RimAsia Capital Partners, L.P.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Public Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Public Company.

Appears in 5 contracts

Samples: Support Agreement (Pieris Pharmaceuticals, Inc.), Support Agreement (Pieris Pharmaceuticals, Inc.), Merger Agreement (IMARA Inc.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and/or beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the CompanyParent. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the CompanyParent.

Appears in 4 contracts

Samples: Merger Agreement (Allovir, Inc.), Parent Stockholder Support Agreement (Allovir, Inc.), Merger Agreement (Aerovate Therapeutics, Inc.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Subject Shares and not in the Stockholder’s capacity as a director or officer of the CompanyANI. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the CompanyANI.

Appears in 4 contracts

Samples: Voting Agreement (Biosante Pharmaceuticals Inc), Voting Agreement (Biosante Pharmaceuticals Inc), Voting Agreement (Biosante Pharmaceuticals Inc)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 4 contracts

Samples: Merger Agreement (Newport Corp), Merger Agreement (MKS Instruments Inc), Stockholder Agreement (Newport Corp)

Action in Stockholder Capacity Only. The Each Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Subject Shares and not in the such Stockholder’s capacity as a director or officer of the CompanyVision-Sciences. Nothing herein shall will limit or affect the each Stockholder’s ability to act as an officer or director of the CompanyVision-Sciences.

Appears in 3 contracts

Samples: Merger Agreement (Uroplasty Inc), Voting Agreement (Uroplasty Inc), Merger Agreement (Vision Sciences Inc /De/)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and and, except as provided in Section 9, not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 2 contracts

Samples: Merger Agreement (Southside Bancshares Inc), Stockholder Voting and Support Agreement (OmniAmerican Bancorp, Inc.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and Beneficial Owner, as applicable, of the beneficial owner of its Shares Parent Common Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 2 contracts

Samples: Stockholder Support Agreement (Innovate Biopharmaceuticals, Inc.), Stockholder Support Agreement (Innovate Biopharmaceuticals, Inc.)

Action in Stockholder Capacity Only. The Each Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as a record holder or Beneficial Owner, as applicable, of the beneficial owner of its Subject Shares and not in the such Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 2 contracts

Samples: Voting Agreement (Bright Green Corp), Secondary Stock Purchase Agreement (Bright Green Corp)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the beneficial owner of its Shares and not in the Stockholder’s capacity as a director or officer record holder and beneficial owner, as applicable, of the CompanyShares. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director rights and/or obligations under the Merger Agreement of the Company, Stockholder or the Transitory Subsidiary.

Appears in 2 contracts

Samples: Merger Agreement (First Marblehead Corp), Parent Stockholder Agreement (Risley John Carter)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Public Company. Nothing herein shall limit or affect the any Stockholder’s ability to act as an officer or director of the Public Company.

Appears in 2 contracts

Samples: Merger Agreement (Arsanis, Inc.), Support Agreement (Arsanis, Inc.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 2 contracts

Samples: Company Stockholder Support Agreement (Redmile Group, LLC), Company Stockholder Support Agreement (Redmile Group, LLC)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Subject Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 2 contracts

Samples: Voting Agreement (Biosante Pharmaceuticals Inc), Voting Agreement (Biosante Pharmaceuticals Inc)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the CompanyGem. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the CompanyGem.

Appears in 2 contracts

Samples: Stockholder Support Agreement (Gemini Therapeutics, Inc. /DE), Merger Agreement (Gemini Therapeutics, Inc. /DE)

Action in Stockholder Capacity Only. The Each Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its his Shares and not in the such Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the a Stockholder’s ability to act as a director or officer of the Company or prevent any Stockholder, in his capacity as an officer or a director of the Company, from engaging in any activity permitted pursuant to Section 6.1 of the Merger Agreement.

Appears in 2 contracts

Samples: Stockholders Agreement (Risley John Carter), Merger Agreement (First Marblehead Corp)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the such Stockholder’s capacity as a director or officer of the CompanyMerger Partner. Nothing herein shall limit or affect the any Stockholder’s ability to act as an officer or director of the CompanyMerger Partner.

Appears in 2 contracts

Samples: Merger Agreement (Arsanis, Inc.), Support Agreement (Arsanis, Inc.)

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Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a Beneficial Owner, as applicable, of the beneficial owner of its Shares Parent Capital Stock and not in the Stockholder’s capacity as a director or officer of the CompanyParent. Nothing herein shall will limit or affect the StockholderSxxxxxxxxxx’s ability to act as an officer or director of the CompanyParent.

Appears in 2 contracts

Samples: Parent Support Agreement (Western Acquisition Ventures Corp.), Parent Support Agreement (FoxWayne Enterprises Acquisition Corp.)

Action in Stockholder Capacity Only. The Each Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the such Stockholder’s capacity as a director or officer of the Public Company. Nothing herein shall limit or affect the any Stockholder’s ability to act as an officer or director of the Public Company.

Appears in 1 contract

Samples: Support Agreement (Tokai Pharmaceuticals Inc)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Parent Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 1 contract

Samples: Voting and Standstill Agreement (EnteroMedics Inc)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Shares Parent Common Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 1 contract

Samples: Stockholder Support Agreement (Aquinox Pharmaceuticals, Inc)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and Beneficial Owner, as applicable, of the beneficial owner of its Shares Company Capital Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the StockholderXxxxxxxxxxx’s ability to act as an officer or director of the Company.

Appears in 1 contract

Samples: Stockholder Support Agreement (Western Acquisition Ventures Corp.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and Beneficial Owner, as applicable, of the beneficial owner of its Shares Company Capital Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the StockholderSxxxxxxxxxx’s ability to act as an officer or director of the Company.

Appears in 1 contract

Samples: Stockholder Support Agreement (FoxWayne Enterprises Acquisition Corp.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and/or beneficial owner, as applicable, of the beneficial owner of its Subject Shares and not in the Stockholder’s capacity (if any) as a director director, officer or officer employee of the CompanyCompany or any Company Subsidiary. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer officer, director or director employee of the CompanyCompany or any Company Subsidiary, if applicable, consistent with the terms of the Merger Agreement.

Appears in 1 contract

Samples: Voting Agreement (Hansen Medical Inc)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and Beneficial Owner, as applicable, of the beneficial owner of its Shares Company Capital Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 1 contract

Samples: Stockholder Support Agreement (FoxWayne Enterprises Acquisition Corp.)

Action in Stockholder Capacity Only. The No Stockholder is entering into this Agreement solely makes an agreement or understanding herein in the Stockholder’s capacity as the beneficial owner of its Shares and not in the such Stockholder’s capacity as a director director, officer or officer employee of the Company. Nothing The Stockholder is executing this Stockholders Agreement solely in such Stockholder’s capacity as a record holder and beneficial owner of the Shares, and nothing herein shall limit or affect the any actions taken in such Stockholder’s ability to act 's capacity as an officer officer, director or director employee of the Company.

Appears in 1 contract

Samples: Stockholders Agreement (Pacific Ethanol, Inc.)

Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a Beneficial Owner, as applicable, of the beneficial owner of its Shares Parent Capital Stock and not in the Stockholder’s capacity as a director or officer of the CompanyParent. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the CompanyParent.

Appears in 1 contract

Samples: Parent Support Agreement (FoxWayne Enterprises Acquisition Corp.)

Action in Stockholder Capacity Only. The Notwithstanding anything in this Agreement to the contrary, the Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the beneficial owner of its Shares and not in the Stockholder’s capacity as a director or officer of the Company, and this Agreement shall not limit or otherwise affect the actions or inactions of any Affiliate, representative or designee of the Stockholder or any of its Affiliates in his or her capacity, if applicable, as an officer or director of any other person. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.

Appears in 1 contract

Samples: Support and Joinder Agreement (Eliem Therapeutics, Inc.)

Action in Stockholder Capacity Only. The No Stockholder is entering into this Agreement solely makes an agreement or understanding herein in the Stockholder’s capacity as the beneficial owner of its Shares and not in the such Stockholder’s capacity as a director director, officer or officer employee of the Company. Nothing Each Stockholder is executing this Stockholders Agreement solely in such Stockholder’s capacity as a record holder and beneficial owner of the Shares, and nothing herein shall limit or affect the any actions taken in such Stockholder’s ability to act 's capacity as an officer officer, director or director employee of the Company.

Appears in 1 contract

Samples: Stockholders Agreement (Pacific Ethanol, Inc.)

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