Agreement to Vote the Shares. The Shareholder hereby irrevocably and unconditionally agrees that from the date hereof until the Expiration Time, at any meeting (whether annual or special and each adjourned or postponed meeting) of Parent’s shareholders, however called, the Shareholder will (i) appear at such meeting or otherwise cause all of the Shares to be counted as present thereat for purposes of calculating a quorum and (ii) vote or cause to be voted all of the Shares, (A) in favor of the Parent Share Issuance and (B) against any action, agreement, transaction or proposal that would reasonably be expected to result in a material breach of any representation, warranty, covenant, agreement or other obligation of Parent under the Merger Agreement or that would reasonably be expected to prevent, impede or materially delay the consummation of the Merger.
Appears in 2 contracts
Samples: Voting and Support Agreement (Franklin Financial Network Inc.), Voting and Support Agreement (FB Financial Corp)