Common use of Certain Events Clause in Contracts

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s Shares and shall be binding upon any Person to which legal or Beneficial Ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 27 contracts

Samples: Tender and Voting Agreement (Janel Corp), Tender and Voting Agreement (Rubicon Technology, Inc.), Tender and Voting Agreement (Janel Corp)

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Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to the Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including without limitation the Stockholder’s heirs, guardians, administrators 's constituent partners or its successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 25 contracts

Samples: Voting Agreement (Coyote Sports Inc), Voting Agreement (Paragon Coyote Texas LTD), Voting Agreement (Royal Precision Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 24 contracts

Samples: Stockholders Agreement (G I Holdings Inc), Agreement and Plan of Merger (Atrium Corp), Stockholders Agreement (Family Golf Centers Inc)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership of such any Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 23 contracts

Samples: Tender and Voting Agreement and Irrevocable Proxy (Msas Acquisition Corp), Tender and Voting Agreement and Irrevocable Proxy (Msas Acquisition Corp), Tender and Voting Agreement and Irrevocable Proxy (Msas Acquisition Corp)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares with respect to which Stockholder has voting power and shall be binding upon any Person person to whom legal or beneficial ownership of any Shares with respect to which legal or Beneficial Ownership of such Shares Stockholder has voting power shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of SharesShares with respect to which Stockholder has voting power, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 18 contracts

Samples: Up Agreement (Excelon Corp), Proxy and Voting Agreement (C Bridge Internet Solutions Inc), Up Agreement (Excelon Corp)

Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Stockholder Shares beneficially owned by such Stockholder and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership of such Shares shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 17 contracts

Samples: Agreement and Plan of Reorganization (BGS Systems Inc), Agreement and Plan of Merger (Arch Petroleum Inc /New/), Voting Agreement (Metamor Worldwide Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including without limitation such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding successors or as a result of any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreementdivorce.

Appears in 15 contracts

Samples: Management Voting Agreement (Gni Group Inc /De/), Management Voting Agreement (Gni Group Inc /De/), Stockholders Agreement (Ipc Information Systems Inc)

Certain Events. Stockholder Each Shareholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s such Shareholder's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s including, without limitation, such Shareholder's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 13 contracts

Samples: Shareholders Agreement (Aboodi Oded), Shareholders Agreement (Duty Free International Inc), Shareholders Agreement (Duty Free International Inc)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 11 contracts

Samples: Agreement and Plan of Merger (Berkshire Hathaway Inc), Agreement and Plan of Merger (Berkshire Hathaway Inc), Stockholders Agreement (Hoffman Gene Jr)

Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to the Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementin the event such transferee does not perform such obligations.

Appears in 11 contracts

Samples: Stockholders Agreement (Entertainment Inc), Stockholders Agreement (United Pan Europe Communications Nv), Stockholders Agreement (Entertainment Inc)

Certain Events. Subject to Section 4.01 hereof, the Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person person or entity to which legal ownership or Beneficial Ownership of such the Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any such transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 10 contracts

Samples: Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc)

Certain Events. Stockholder agrees that during the term of this Agreement, this Agreement and the obligations hereunder shall attach to Stockholder’s Shares and shall be binding upon any Person to which legal or Beneficial Ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor (if any) under this Agreement.

Appears in 8 contracts

Samples: Tender and Voting Agreement (Bishop Infrastructure III Acquisition Company, Inc.), Tender and Voting Agreement (Bishop Infrastructure III Acquisition Company, Inc.), Tender and Voting Agreement (Bishop Infrastructure III Acquisition Company, Inc.)

Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s Shares and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership (as such term is applied under Rule 13d-3 of such the Securities Exchange Act of 1934, as amended) of the Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 8 contracts

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

Certain Events. Each Stockholder agrees that this Agreement and the Stockholder's obligations hereunder shall attach to Stockholder’s the Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such the Owned Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of the Owned Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 6 contracts

Samples: Support and Exchange Agreement (Loeb Partners Corp), Support and Exchange Agreement (D&b Acquisition Sub Inc), Support and Exchange Agreement (Dave & Busters Inc)

Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder's obligations hereunder shall attach to such Stockholder’s 's Subject Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Subject Shares shall pass, whether by operation of law or otherwise, including such Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Subject Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 6 contracts

Samples: Voting Agreement (WPH Schuler LLC), Voting Agreement (Schuler Homes Inc), Voting Agreement (Schuler Homes Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any such transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 6 contracts

Samples: Voting Agreement (Centerpoint Advisors Inc), Voting Agreement (Centerpoint Advisors Inc), Voting Agreement (Centerpoint Advisors Inc)

Certain Events. Each Signatory Stockholder agrees that this Agreement and the such Signatory Stockholder's obligations hereunder shall attach to such Signatory Stockholder’s 's Subject Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Subject Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Signatory Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Subject Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 5 contracts

Samples: Stockholders Agreement (Magnusson Johan), Stockholders Agreement (Softech Inc), Signatory Stockholders Agreement (Geac Computer Systems Inc)

Certain Events. The Stockholder agrees that this Agreement and the Stockholder’s obligations hereunder shall attach to Stockholder’s the Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such the Owned Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of the Owned Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Yak Communications Inc), Agreement and Plan of Merger (Globalive Communications Corp.), Exchange Agreement (K2 Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 5 contracts

Samples: Stockholders Agreement (Providence Journal Co), Stockholders Agreement (Providence Journal Co), Stockholders Agreement (Access Solutions International Inc)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 5 contracts

Samples: Stockholder Agreement, Agreement and Plan of Merger (Lecroy Corp), Stockholder Agreement (Teledyne Technologies Inc)

Certain Events. The Stockholder agrees that this Agreement and the Stockholder's obligations hereunder shall attach to Stockholder’s the Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such the Owned Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of the Owned Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 5 contracts

Samples: Exchange Agreement (Valueclick Inc/Ca), Exchange Agreement (Valueclick Inc/Ca), Stockholder's Agreement (Unitrin Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Garan Inc), Stockholders Agreement (Tiger Management LLC), Stockholders Agreement (Garan Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to each Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, each Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 4 contracts

Samples: Stockholders' Agreement (Sterigenics International Inc), Stockholders' Agreement (Sterigenics International Inc), Stockholders' Agreement (Ion Beam Applications S A)

Certain Events. The Stockholder agrees that this Agreement and the Stockholder’s obligations hereunder shall attach to Stockholder’s the Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such the Owned Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of the Owned Shares, the transferor shall remain liable for the performance of all Stockholder’s obligations of the transferor under this Agreement.

Appears in 4 contracts

Samples: Exchange Agreement (K2 Inc), Exchange Agreement (K2 Inc), Exchange Agreement (K2 Inc)

Certain Events. Stockholder Shareholder agrees that this Agreement and the obligations hereunder shall attach to StockholderShareholder’s Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 4 contracts

Samples: Shareholder Agreement (Teledyne Technologies Inc), Shareholder Agreement (Bolt Technology Corp), Shareholder Agreement (Teledyne Technologies Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and Options and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares or Options shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of SharesShares or Options, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 4 contracts

Samples: Stockholders Agreement (Atrium Pg Acquisition Corp), Stockholders Agreement (Snyder Dana R), Stockholders Agreement (Ply Gem Industries Inc)

Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder's obligations hereunder shall attach to such Stockholder’s 's Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Owned Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Owned Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 4 contracts

Samples: Secondary Voting Agreement (Newgen Results Corp), Primary Voting Agreement (Newgen Results Corp), Stockholders Agreement (Cadence Design Systems Inc)

Certain Events. Each Stockholder agrees that this Agreement and the Proxy and the obligations hereunder and thereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 4 contracts

Samples: Stockholders Agreement (Carson Inc), Stockholders Agreement (Paine Webber Capital Inc), Stockholders Agreement (Food Lion Inc)

Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s 's heirs, executors, guardians, administrators administrators, trustees or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 4 contracts

Samples: Voting Agreement (BNMC Acquisition Co), Voting Agreement (Comverse Technology Inc/Ny/), Voting Agreement (Buckley Evan R)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 4 contracts

Samples: Voting Agreement (Shaw Industries Inc), Voting Agreement (Berkshire Hathaway Inc), Voting Agreement (Shaw Robert E)

Certain Events. Stockholder Shareholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s Shares his Company stock and shall be binding upon any Person other person or entity to which legal or Beneficial Ownership beneficial ownership of such the Shares shall pass, whether by operation of law or otherwise, including Stockholderincluding, without limitation, such Shareholder’s heirs, guardians, administrators or successors. Notwithstanding any such transfer of the Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 3 contracts

Samples: Lock Up Agreement (SolarWindow Technologies, Inc.), Lock Up Agreement (New Energy Technologies, Inc.), Lock Up Agreement (New Energy Technologies, Inc.)

Certain Events. The Stockholder agrees that this Agreement and the Stockholder's obligations hereunder shall attach to the Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 3 contracts

Samples: Stockholder's Agreement (Novell Inc), Stockholder's Agreement (Excelon Corp), Voting Agreement (Safeguard Scientifics Inc Et Al)

Certain Events. Stockholder Each Shareholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s Shares his or her Company stock and shall be binding upon any Person other person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares Company stock shall pass, whether by operation of law or otherwise, including Stockholderincluding, without limitation, such Shareholder’s heirs, guardians, administrators or successors. Notwithstanding any such transfer of SharesCompany stock, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 3 contracts

Samples: Lock Up Agreement (SearchCore, Inc.), Lock Up Agreement (General Cannabis, Inc.), Lock Up Agreement (STS Turbo Inc)

Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder's obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 3 contracts

Samples: Voting Agreement (Hilltopper Holding Corp), Stockholders Agreement (Information Holdings Inc), Voting Agreement (Warburg Pincus Equity Partners Lp)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this AgreementStockholder.

Appears in 3 contracts

Samples: Trimark Stockholders Voting Agreement (Trimark Holdings Inc), Stockholders Voting Agreement (Trimark Holdings Inc), Stockholders Voting Agreement (Leventhal Russel S)

Certain Events. Stockholder Shareholder agrees that this Agreement and the obligations hereunder shall attach to StockholderShareholder’s Shares and shall be binding upon any Person to which legal or Beneficial Ownership of such Shares shall pass, whether by operation of law Law or otherwise, including StockholderShareholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Voting Agreement (Advisor Group Holdings, Inc.), Voting Agreement (Vector Group LTD)

Certain Events. Each of the Stockholder and Optionholders agrees that this Agreement and the obligations hereunder shall attach to the Stockholder’s 's or such Optionholder's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s 's or such Optionholder's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Stockholders Agreement (Cogentrix Energy Inc), Stockholders Agreement (Cogentrix Energy Inc)

Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person person who has the right to which legal vote or Beneficial Ownership dispose of such Shares shall pass, whether by operation of law Law or otherwise, including including, without limitation, the Stockholder’s 's heirs, executors, guardians, administrators administrators, trustees or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Form of Voting Agreement (Franklin Resources Inc), Form of Voting Agreement (Franklin Resources Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreement.transferor. (c)

Appears in 2 contracts

Samples: Stockholders Agreement Agreement (Cuc International Inc /De/), B Stockholders Agreement (Obernauer Marne Jr)

Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership (as such term is applied under Rule 13d-3 of the Exchange Act) of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any the transfer of any Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (World Access Inc), Stock Purchase Agreement (World Access Inc)

Certain Events. Each Company Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s his, her or its Company Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Company Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any such transfer of Company Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Up and Voting Agreement (Mobility Electronics Inc), Up and Voting Agreement (Igo Corp)

Certain Events. Each Stockholder agrees that this Agreement and -------------- the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Stockholders Agreement (Mi Subsidiary I Inc), Stockholders Agreement (Marriott International Inc /Md/)

Certain Events. The Stockholder agrees that this -------------- Agreement and the Stockholder's obligations hereunder shall attach to Stockholder’s the Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such the Owned Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of the Owned Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: S Agreement (Northrop Grumman Corp), Stockholder Agreement (Sind Acquisition Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s Voting Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Voting Shares shall pass, whether by operation of law Law or otherwise, including including, without limitation, such Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Voting Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Tender and Voting Agreement (Statoil Asa), Tender and Voting Agreement (Brigham Exploration Co)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership (as such term is applied under Rule 13d-3 promulgated pursuant to the Securities Exchange Act of 1934, as amended) of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any the transfer of any Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Stock Agreement (Enviroq Corp /De/), Stock Agreement (Enviroq Corp /De/)

Certain Events. Stockholder agrees that this Agreement -------------- and the Stockholder's obligations hereunder shall attach to Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Voting Agreement (Lerdal Mark D), Voting Agreement (Lerdal Mark D)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Purchased Shares and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership of such the Purchased Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Purchased Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Stock Purchase and Stockholder Agreement (Msas Acquisition Corp), Stock Purchase and Stockholder Agreement (Msas Acquisition Corp)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Stockholders Agreement (BDM International Inc /De), Stockholders Agreement (Trans World Airlines Inc /New/)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Stockholder Shares and shall be binding upon any Person person to which whom legal or Beneficial Ownership beneficial ownership of such any Stockholder Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Stockholder Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Irrevocable Proxy and Voting Agreement (Cadence Design Systems Inc), Proxy and Voting Agreement (Simplex Solutions Inc)

Certain Events. The Stockholder agrees that this Agreement and the Stockholder’s obligations hereunder shall attach to the Stockholder’s Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Voting Agreement (Somera Communications Inc), Voting Agreement (Somera Communications Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s heirs, guardians, administrators or 's successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Tender and Stock Option Agreement (Peerless Industrial Group Inc), Tender and Stock Option Agreement (R B Capital Corp)

Certain Events. Stockholder Shareholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s Shares his or her Company stock and shall be binding upon any Person other person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares Company stock shall pass, whether by operation of law or otherwise, including Stockholderincluding, without limitation, such Shareholder’s heirs, guardians, administrators or successors. Notwithstanding any such transfer of SharesCompany stock, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Lock Up Agreement (Janus Resources, Inc.), Lock Up Agreement (New Energy Technologies, Inc.)

Certain Events. Each Stockholder agrees that this Agreement Agreement, including without limitation the proxy granted pursuant to Section 2, and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, representatives, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Stockholders Agreement (Massachusetts Mutual Life Insurance Co), Stockholders Agreement 2 Stockholders Agreement (Mutual Risk Management LTD)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of his or her Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreement.transferor. (c)

Appears in 2 contracts

Samples: Stockholders Agreement Stockholders Agreement (Cable Car Beverage Corp), Stockholders Agreement Stockholders Agreement (Cable Car Beverage Corp)

Certain Events. Stockholder agrees that this Agreement and the Stockholder's obligations hereunder shall attach to Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Voting Agreement (Ribozyme Pharmaceuticals Inc), Voting Agreement (Kc Holding Corp)

Certain Events. Company Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s his, her or its Company Shares and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership of such Company Shares shall pass, whether by operation of law or otherwise, including including, without limitation, Company Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any such transfer of Company Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 2 contracts

Samples: Vsource Stockholder Voting Agreement (Mercantile Equity Partners Iii L P), Vsource Stockholder Voting Agreement (Mercantile Equity Partners Iii L P)

Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder's obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all his or her obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Stockholders' Agreement (Stake Technology LTD), Stockholders' Agreement (Burns International Services Corp)

Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder’s obligations hereunder shall attach to such Stockholder’s Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer Transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Voting Agreement (Jarden Corp), Voting Agreement (K2 Inc)

Certain Events. The Stockholder agrees that this Agreement and the Stockholder's obligations hereunder shall attach to the Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 2 contracts

Samples: Voting Agreement (Warburg Pincus Private Equity IX, L.P.), Voting Agreement (Warburg Pincus Private Equity IX, L.P.)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s such Stockholders' Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s including, without limitation, such Stockholders' heirs, guardians, administrators or successors. Notwithstanding any transfer of SharesShares or Options, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholders' Agreement (Autologic Information International Inc)

Certain Events. The Stockholder agrees that this Agreement and the Stockholder's obligations hereunder shall attach to the Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s heirs, guardians, administrators or successors's permitted successors and assigns. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Voting Agreement (Price Enterprises Inc)

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Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder’s obligations hereunder shall attach to such Stockholder’s Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Voting Agreement (Somera Communications Inc)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person person to which whom legal or Beneficial Ownership beneficial ownership of such any Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Titan Corp)

Certain Events. Each Stockholder agrees that this Agreement and the -------------- obligations hereunder shall attach to Stockholder’s the Shares of such Stockholder and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Stockholders Agreement (Pure Resources Ii Inc)

Certain Events. Stockholder agrees The Stockholders agree that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person to which legal or Beneficial Ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Voting Agreement (White River Corp)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares of such Stockholder and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Voting Agreement (Electronic Data Systems Corp /De/)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person person to which 5 legal or Beneficial Ownership beneficial ownership of such any Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Voting Agreement (Intel Corp)

Certain Events. Each Stockholder agrees that this Agreement Agreement, including without limitation the proxy granted pursuant to Section 1.2, and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, representatives, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Stockholders' Voting Agreement (Jenny Craig Inc/De)

Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder's obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Voting Agreement (Warburg Pincus Private Equity IX, L.P.)

Certain Events. Stockholder agrees that this Agreement and the Stockholder’s obligations hereunder shall attach to Stockholder’s Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, Stockholder’s heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Voting Agreement (Ista Pharmaceuticals Inc)

Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to the Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Stockholders Agreement (Ero Inc)

Certain Events. Company Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s its Stockholder Company Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Stockholder Company Shares shall pass, whether by operation of law or otherwise, including including, without limitation, Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any such transfer of SharesStockholder Company Stock, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Lock Up and Voting Agreement (Park City Group Inc)

Certain Events. The Stockholder agrees that this Agreement and the obligations hereunder shall attach to the Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s heirs, guardians, administrators or 's successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholder's Agreement (Autologic Information International Inc)

Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder’s obligations hereunder shall attach to such Stockholder’s Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all his or her obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholders’ Agreement (Opta Food Ingredients Inc /De)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Sharesany Shares by any Stockholder, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: And Voting Agreement (Trilogy, Inc.)

Certain Events. Stockholder agrees that this Agreement and the Stockholder's obligations hereunder shall attach to Stockholder’s 's Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Owned Shares shall pass, whether by operation of law or otherwise, including including, without limitation, Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Owned Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholder Voting Agreement (Planetcad Inc)

Certain Events. Each Stockholder agrees that this Agreement and the such Stockholder’s obligations hereunder shall attach to such Stockholder’s Subject Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Subject Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Subject Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Voting Agreement (Orphan Medical Inc)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholder Agreement (Em Industries Inc)

Certain Events. Each Stockholder agrees that this Agreement -------------- and the such Stockholder's obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all his or her obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholders' Agreement (Securitas Acquisition Corp)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of his or her Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Stockholders Agreement (Triarc Companies Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholders Agreement (Homeowners Group Inc)

Certain Events. Each Stockholder agrees that this -------------- Agreement and the such Stockholder's obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholders Agreement (Securitas Ab)

Certain Events. Each Stockholder agrees that this Agreement and the Proxy and the obligations hereunder and thereunder shall attach to such Stockholder’s Shares 's Subject Securities and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares Securities shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of SharesSubject Securities, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Playcore Inc)

Certain Events. Each Stockholder agrees that this Agreement and --------------- the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s including, without limitation, such Stockholders' heirs, guardians, administrators or successors. Notwithstanding the foregoing or any transfer of SharesShares or Options, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholders Agreement (Cytyc Corp)

Certain Events. The Stockholder agrees that this Agreement and the -------------- obligations hereunder shall attach to Stockholder’s 's Purchase Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Purchase Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Purchase Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Emachines Inc /De/)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Sharesany Shares by any Stockholder, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholder Tender and Voting Agreement (Versata Inc)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s 's Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholder Agreement (Teledyne Technologies Inc)

Certain Events. Stockholder Shareholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s Shares his Company stock and shall be binding upon any Person other person or entity to which legal or Beneficial Ownership beneficial ownership of such the Shares shall pass, whether by operation of law or otherwise, including Stockholder’s including, without limitation, such Shareholder's heirs, guardians, administrators or successors. Notwithstanding any such transfer of the Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Lock Up Agreement (SolarWindow Technologies, Inc.)

Certain Events. The Stockholder agrees that this Agreement and --------------- the obligations hereunder shall attach to the Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s heirs, guardians, administrators or 's successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholder's Agreement (Agfa Corp)

Certain Events. Each Stockholder agrees that this Agreement and the Stockholder’s obligations hereunder shall attach to Stockholder’s the Owned Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such the Owned Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of the Owned Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Support and Exchange Agreement (Oriole Homes Corp)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and Interests and shall be binding upon any Person person or entity to which legal or Beneficial Ownership of any such Shares or Interests shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any such transfer of SharesShares or Interests, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Voting Agreement (Centerpoint Advisors Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person to which whom legal or Beneficial Ownership beneficial ownership of such any Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Voting Agreement (Oao Technology Solutions Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any such transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Lock Up and Voting Agreement (Gap Capital LLC)

Certain Events. The Stockholder agrees that this -------------- Agreement and the obligations hereunder shall attach to Stockholder’s the Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, the Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Stock Option and Right of First Refusal Agreement (Brant Benjamin J)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s his or its Stockholder Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Stockholder Shares shall pass, whether by operation of law or otherwise, including Stockholder’s heirs, guardians, administrators or successors. Notwithstanding any transfer of Stockholder Shares, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholders Agreement (Clayton Homes Inc)

Certain Events. Each Stockholder agrees that this Agreement and the obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including Stockholder’s including, without limitation, such Stockholders' heirs, guardians, administrators or successors. Notwithstanding the foregoing or any transfer of SharesShares or Options, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Stockholders Agreement (Digene Corp)

Certain Events. Each Stockholder agrees that this Agreement and -------------- the obligations hereunder shall attach to Stockholder’s the Shares of such Stockholder and shall be binding upon any Person to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under this Agreementtransferor.

Appears in 1 contract

Samples: Stockholders Agreement (Royal Ahold)

Certain Events. Each Stockholder agrees that this Agreement -------------- and the such Stockholder's obligations hereunder shall attach to such Stockholder’s 's Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators administrators, or successors. Notwithstanding any transfer of Shares, the transferor shall remain liable for the performance of all its obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Tender and Voting Agreement (Electronics for Imaging Inc)

Certain Events. Each Stockholder agrees that this Agreement and the Proxy and the obligations hereunder and thereunder shall attach to such Stockholder’s Shares 's Securities and shall be binding upon any Person person or entity to which legal or Beneficial Ownership beneficial ownership of such Shares Securities shall pass, whether by operation of law or otherwise, including including, without limitation, such Stockholder’s 's heirs, guardians, administrators or successors. Notwithstanding any transfer of SharesSecurities, the transferor shall remain liable for the performance of all obligations of the transferor under this Agreement.

Appears in 1 contract

Samples: Securities Agreement (Bell Sports Corp)

Certain Events. Stockholder agrees that this Agreement and the obligations hereunder shall attach to Stockholder’s the Subject Shares and shall be binding upon any Person person or entity to which legal or Beneficial Ownership of such the Subject Shares shall pass, whether by operation of law or otherwise, including including, without limitation, Stockholder’s heirs, guardians, administrators or 's successors. Notwithstanding any transfer of Subject Shares, the transferor shall remain liable for the performance of all obligations under this Agreement of the transferor under transferor. Prior to any transfer of Subject Shares, Stockholder shall give the transferee written notice of the foregoing obligations and the terms of this AgreementSection 8(b).

Appears in 1 contract

Samples: Voting Agreement (Outdoor Systems Inc)

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