Common use of Grant of Irrevocable Proxy Clause in Contracts

Grant of Irrevocable Proxy. Subject to Section 6.2, during the term of this Agreement, Stockholder irrevocably appoints Devon DE and any designee of Devon DE, and each of them individually, as Stockholder’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote at any meeting of stockholders of Crosstex at which any of the matters described in Section 2.1 are to be considered through the Expiration Time, with respect to the Covered Shares as of the applicable record date, in each case solely to the extent and in the manner specified in Section 2.1; provided, however, that Stockholder’s grant of the proxy contemplated by this Section 2.3 shall be effective if, and only if, Stockholder has not delivered to the Secretary of Crosstex, at least two (2) Business Days prior to the applicable meeting, a duly executed irrevocable proxy card directing that the Covered Shares be voted in accordance with Section 2.1. This proxy, if it becomes effective, is given to secure the performance of the duties of Stockholder under this Agreement, and its existence will not be deemed to relieve Stockholder of his or its obligations under Section 2.1. This proxy shall expire and be deemed revoked automatically at the Expiration Time.

Appears in 8 contracts

Samples: Voting Agreement (Devon Energy Corp/De), Voting Agreement (Devon Energy Corp/De), Voting Agreement (Devon Energy Corp/De)

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Grant of Irrevocable Proxy. Subject to Section 6.2, during the term of this Agreement, Stockholder The Securityholder hereby irrevocably appoints Devon DE Parent and any designee of Devon DEParent, and each of them individually, as Stockholdersuch Securityholder’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote at any annual or special meeting of stockholders of Crosstex at which any of the matters described in Section 2.1 are is to be considered through during the Expiration TimeVoting Period, with respect to the Covered such Securityholder’s Subject Shares a as of the applicable record date, in each case solely to the extent and in the manner specified in Section 2.1; provided, however, that Stockholdersuch Securityholder’s grant of the proxy contemplated by this Section 2.3 2.2 shall be effective if, and only if, Stockholder such Securityholder has not delivered to the Secretary of Crosstexthe Company, at least two (2) Business Days prior to the applicable meeting, a duly executed irrevocable proxy card directing that the Covered such Securityholder’s Subject Shares be voted in accordance with Section 2.1. This proxy, if it becomes effective, is given to secure the performance of the duties of Stockholder such Securityholder under this Agreement, and its existence will not be deemed to relieve Stockholder such Securityholder of his or its obligations under Section 2.1this Agreement. This proxy shall expire and be deemed revoked automatically at on the Expiration TimeDate.

Appears in 2 contracts

Samples: Voting and Support Agreement (Ei. Ventures, Inc.), Voting and Support Agreement (Ei. Ventures, Inc.)

Grant of Irrevocable Proxy. Subject to Section 6.2, during the term of this Agreement, Each Stockholder hereby irrevocably appoints Devon DE Parent and any designee of Devon DEParent, and each of them individually, as such Stockholder’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote at any annual or special meeting of stockholders of Crosstex at which any of the matters described in Section 2.1 are 1.1. is to be considered through during the Expiration TimeAgreement Term, with respect to the Covered Owned Shares as of the applicable record date, in each case solely to the extent and in the manner specified in Section 2.11.1; provided, however, that such Stockholder’s grant of the proxy contemplated by this Section 2.3 1.3 shall be effective if, and only if, such Stockholder has not delivered to the Secretary of Crosstexthe Company, at least two (2) Business Days prior to the applicable meeting, a duly executed irrevocable proxy card directing that the Covered Owned Shares be voted in accordance with Section 2.11.1. This proxy, if it becomes effective, is given to secure the performance of the duties of such Stockholder under this Agreement, and its existence will not be deemed to relieve such Stockholder of his or its obligations under Section 2.11.1. This proxy shall expire and be deemed revoked automatically at the Expiration Timeexpiration of the Agreement Term.

Appears in 2 contracts

Samples: Voting Agreement (Metals Usa Holdings Corp.), Voting Agreement (Reliance Steel & Aluminum Co)

Grant of Irrevocable Proxy. Subject to Section 6.2, during the term of this Agreement, The Stockholder hereby irrevocably appoints Devon DE Parent and any designee of Devon DEParent, and each of them individually, as the Stockholder’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote at any annual or special meeting of stockholders of Crosstex at which any of the matters described in Section 2.1 are 1.1 is to be considered through during the Expiration TimeAgreement Term, with respect to the Covered Owned Shares as of the applicable record date, in each case solely to the extent and in the manner specified in Section 2.11.1; provided, however, that the Stockholder’s grant of the proxy contemplated by this Section 2.3 1.3 shall be effective if, and only if, the Stockholder has not delivered to the Secretary of Crosstexthe Company, at least two (2) Business Days prior to the applicable meeting, a duly executed irrevocable proxy card directing that the Covered Owned Shares be voted in accordance with Section 2.11.1. This proxy, if it becomes effective, is given to secure the performance of the duties of the Stockholder under this Agreement, and its existence will not be deemed to relieve the Stockholder of his or its obligations under Section 2.1this Agreement. This proxy shall only expire and be deemed revoked automatically at the Expiration Timeexpiration of the Agreement Term.

Appears in 2 contracts

Samples: Voting and Support Agreement (Jacobs Engineering Group Inc /De/), Voting and Support Agreement (Ch2m Hill Companies LTD)

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Grant of Irrevocable Proxy. Subject to Section 6.26.1, during the term of this Agreement, Stockholder Shareholder irrevocably appoints Devon DE Matador and any designee of Devon DEMatador, and each of them individually, as StockholderShareholder’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote at any meeting of stockholders shareholders of Crosstex Matador at which any of the matters described in Section 2.1 are to be considered through the Expiration Time, with respect to the Covered Shares as of the applicable record date, in each case solely to the extent and in the manner specified in Section 2.1; provided, however, that StockholderShareholder’s grant of the proxy contemplated by this Section 2.3 shall be effective if, and only if, Stockholder Shareholder has not delivered to the Secretary of CrosstexMatador, at least two (2) Business Days prior to the applicable meeting, a duly executed irrevocable proxy card directing that the Covered Shares be voted in accordance with Section 2.1. This proxy, if it becomes effective, is given to secure the performance of the duties of Stockholder Shareholder under this Agreement, and its existence will not be deemed to relieve Stockholder Shareholder of his or its obligations under Section 2.1. This proxy shall expire and be deemed revoked automatically at the Expiration Time.

Appears in 1 contract

Samples: Voting Agreement (Matador Resources Co)

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