Charter or Bylaw Provisions. Each Stockholder agrees to vote its Company Securities or execute proxies or written consents, as the case may be, to ensure that the Company's certificate of incorporation and bylaws (a) facilitate, and do not at any time conflict with, any provision of this Agreement and (b) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this Agreement.
Appears in 3 contracts
Samples: Registration Rights Agreement, Registration Rights Agreement (McLeodUSA Holdings Inc), Registration Rights Agreement (McLeodusa Inc)
Charter or Bylaw Provisions. Each Stockholder agrees to vote its Company Securities Common Shares or execute proxies or written consents, as the case may be, to ensure that the Company's ’s certificate of incorporation and bylaws (ai) facilitate, and do not at any time conflict with, any provision of this Agreement and (bii) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this AgreementAgreement and (iii) provide that Transfers that occur prior to the Termination Date not in accordance with this Agreement are void and of no effect.
Appears in 3 contracts
Samples: Stockholders Agreement (Euramax International, Inc.), Stockholders Agreement (Euramax International, Inc.), Stockholders Agreement (Euramax International, Inc.)
Charter or Bylaw Provisions. Each Stockholder agrees to vote all of its Company Securities that are entitled to vote or execute proxies or written consents, as the case may be, and to take all other actions necessary, to ensure that the Company's certificate of incorporation ’s Charter and bylaws Bylaws (a) facilitate, and do not at any time conflict with, any provision of this Agreement and (b) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this Agreement.
Appears in 3 contracts
Samples: Stockholder Agreement, Stockholders' Agreement (Dave & Buster's Entertainment, Inc.), Stock Purchase and Stockholders’ Agreement (Jostens Holding Corp)
Charter or Bylaw Provisions. (a) Each Stockholder agrees to vote its Company Securities Common Shares or execute proxies or written consents, as the case may be, to ensure that the Company's ’s certificate of incorporation and bylaws (ai) facilitate, and do not at any time conflict with, any provision of this Agreement and (bii) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this Agreement.
(b) The Company agrees that its certificate of incorporation shall at all times provide that Transfers that occur prior to the Termination Date not in accordance with this Agreement are void and of no effect.
Appears in 2 contracts
Samples: Stockholders Agreement (McLeodusa Inc), Stockholders Agreement (McLeodUSA Holdings Inc)
Charter or Bylaw Provisions. Each Stockholder agrees to vote all of his, her or its Company Securities that are entitled to vote or execute proxies or written consents, as the case may be, and to take all other actions necessary, to ensure that the Company's certificate of incorporation ’s Charter and bylaws Bylaws (a) facilitate, and do not at any time conflict with, any provision of this Stockholders Agreement and (b) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this Stockholders Agreement.
Appears in 2 contracts
Samples: Stockholders' Agreement (Corsair Capital LLC), Stockholders Agreement (NewStar Financial, Inc.)
Charter or Bylaw Provisions. Each Stockholder agrees to vote all of its Company Securities that are entitled to vote or execute proxies or written consents, as the case may be, and to take all other actions reasonably necessary, to ensure that the Company's certificate ’s Charter and Bylaws and any other organizational or constitutive documents of incorporation and bylaws the Company or any Subsidiary of the Company (a) facilitate, and do not at any time conflict with, any provision of this Agreement and (b) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this Agreement.
Appears in 1 contract
Charter or Bylaw Provisions. Each Stockholder agrees to vote its Company Securities or execute proxies or written consents, as the case may be, to ensure that the Company's ’s certificate of incorporation and bylaws (a) facilitate, and do not at any time conflict with, any provision of this Agreement and (b) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this Agreement.
Appears in 1 contract
Samples: Registration Rights Agreement (Euramax International, Inc.)
Charter or Bylaw Provisions. Each Stockholder agrees to vote all of its Company Securities that are entitled to vote or execute proxies or written consents, as the case may be, and to take all other actions necessary, to ensure that the Company's certificate of incorporation Charter and bylaws Bylaws (a) facilitate, and do not at any time conflict with, any provision of this Agreement and (b) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this Agreement.
Appears in 1 contract
Charter or Bylaw Provisions. Each Stockholder agrees to shall vote all of its Company Securities that are entitled to vote or execute proxies or written consents, as the case may be, and shall take all other actions necessary, to ensure that the Company's certificate of incorporation ’s Charter and bylaws Bylaws (ai) facilitate, and do not at any time conflict with, any provision of this Agreement and (bii) permit each Stockholder to receive the benefits to which each such Stockholder is entitled under this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Changing World Technologies, Inc.)