Common use of Further Undertakings Clause in Contracts

Further Undertakings. To the extent the Management Stockholder shall at any time be entitled to vote with respect to the Common Stock owned by it, the Management Stockholder shall undertake to vote or, as the case may be, to be voted, its Common Stock (i) on the occasion of any general meeting of the stockholders of the Company held (by way of a meeting or passed by written resolutions) for the purpose of approving the issuance, purchase (and authorization of the Board to purchase, as the case may be), and/or redemption by the Company of Common Stock, if and to the extent such an issuance, purchase, and/or redemption is made in accordance with, or for the purpose of, this Agreement, (ii) in general in favor of any resolutions of the stockholders of the Company proposed at any general meeting of the stockholders of the Company which may be necessary to give effect to the provisions or intents of this Agreement, waiving any convening notice to any such general meeting of stockholders, and (iii) in the event of any ambiguity or conflict arising between the terms of this Agreement and those of the Company’s Certificate of Incorporation, vote in favor of any resolutions proposed at any general meeting of the stockholders of the Company held for the purpose of amending the Company’s Certificate of Incorporation to eliminate any such ambiguity or conflict.

Appears in 2 contracts

Samples: Management Stockholder’s Agreement, Management Stockholder's Agreement (National Vision Holdings, Inc.)

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Further Undertakings. To the extent the Management Stockholder shall at any time be entitled to vote with respect to the Common Stock owned by it, the Management Stockholder shall undertake to vote or, as the case may be, to be voted, its Common Stock (i) on the occasion of any general meeting of the stockholders shareholders of the Company held (by way of a meeting or passed by written resolutions) for the purpose of approving the issuance, purchase (and authorization of the Board to purchase, as the case may be), and/or redemption by the Company of Common Stock, if and to the extent such an issuance, purchase, and/or redemption is made in accordance with, or for the purpose of, this Agreement, (ii) in general in favor of any resolutions of the stockholders shareholders of the Company proposed at any general meeting of the stockholders shareholders of the Company which may be necessary to give effect to the provisions or intents of this Agreement, waiving any convening notice to any such general meeting of stockholdersshareholders, and (iii) in the event of any ambiguity or conflict arising between the terms of this Agreement and those of the Company’s Certificate Articles of IncorporationAssociation, vote in favor of any resolutions proposed at any general meeting of the stockholders shareholders of the Company held for the purpose of amending the Company’s Certificate Articles of Incorporation Association to eliminate any such ambiguity or conflict.

Appears in 2 contracts

Samples: Management Stockholder’s Agreement (PRA Health Sciences, Inc.), Management Stockholder’s Agreement (PRA Health Sciences, Inc.)

Further Undertakings. To the extent the Management Stockholder shall at any time be entitled to vote with respect to the Common Stock owned by it, the Management Stockholder shall undertake to vote or, as the case may be, to be voted, its Common Stock (i) on the occasion of any general meeting of the stockholders shareholders of the Company held (by way of a meeting or passed by written resolutions) for the purpose of approving the issuance, purchase (and authorization of the Board to purchase, as the case may be), and/or redemption by the Company of Common Stock, if and to the extent such an issuance, purchase, and/or redemption is made in accordance with, or for the purpose of, this Agreement, (ii) in general in favor of any resolutions of the stockholders shareholders of the Company proposed at any general meeting of the stockholders shareholders of the Company which may be necessary to give effect to the provisions or intents of this Agreement, waiving any convening notice to any such general meeting of stockholdersshareholders, and (iii) in the event of any ambiguity or conflict arising between the terms of this Agreement and those of the Company’s Certificate of Incorporation, vote in favor of any resolutions proposed at any general meeting of the stockholders shareholders of the Company held for the purpose of amending the Company’s Certificate of Incorporation to eliminate any such ambiguity or conflict.

Appears in 1 contract

Samples: Management Stockholder’s Agreement (Gardner Denver Holdings, Inc.)

Further Undertakings. To the extent the Management Advisor Stockholder shall at any time be entitled to vote with respect to the Common Stock owned by it, the Management Advisor Stockholder shall undertake to vote or, as the case may be, cause to be voted, its Common Stock (i) on the occasion of any general meeting of the stockholders shareholders of the Company held (by way of a meeting or passed by written resolutions) for the purpose of approving the issuance, purchase (and authorization of the Board to purchase, as the case may be), and/or redemption by the Company of Common Stock, if and to the extent such an issuance, purchase, and/or redemption is made in accordance with, or for the purpose of, this Agreement, (ii) in general in favor of any resolutions of the stockholders shareholders of the Company proposed at any general meeting of the stockholders shareholders of the Company which may be necessary to give effect to the provisions or intents of this Agreement, waiving any convening notice to any such general meeting of stockholdersshareholders, and (iii) in the event of any ambiguity or conflict arising between the terms of this Agreement and those of the Company’s Certificate of Incorporation, vote in favor of any resolutions proposed at any general meeting of the stockholders shareholders of the Company held for the purpose of amending the Company’s Certificate of Incorporation to eliminate any such ambiguity or conflict.

Appears in 1 contract

Samples: Advisor Stockholder’s Agreement (Gardner Denver Holdings, Inc.)

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Further Undertakings. To the extent the Management Director Stockholder shall at any time be entitled to vote with respect to the Common Stock owned by it, the Management Director Stockholder shall undertake to vote or, as the case may be, cause to be voted, its Common Stock (i) on the occasion of any general meeting of the stockholders shareholders of the Company held (by way of a meeting or passed by written resolutions) for the purpose of approving the issuance, purchase (and authorization of the Board to purchase, as the case may be), and/or redemption by the Company of Common Stock, if and to the extent such an issuance, purchase, and/or redemption is made in accordance with, or for the purpose of, this Agreement, (ii) in general in favor of any resolutions of the stockholders shareholders of the Company proposed at any general meeting of the stockholders shareholders of the Company which may be necessary to give effect to the provisions or intents of this Agreement, waiving any convening notice to any such general meeting of stockholdersshareholders, and (iii) in the event of any ambiguity or conflict arising between the terms of this Agreement and those of the Company’s Certificate of Incorporation, vote in favor of any resolutions proposed at any general meeting of the stockholders shareholders of the Company held for the purpose of amending the Company’s Certificate of Incorporation to eliminate any such ambiguity or conflict.

Appears in 1 contract

Samples: Director Stockholder’s Agreement (Gardner Denver Holdings, Inc.)

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