Common use of Grant of Irrevocable Proxy Clause in Contracts

Grant of Irrevocable Proxy. The Stockholder hereby irrevocably appoints Parent as the Stockholder's proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the Stockholder, solely in respect of the matters described in, and in accordance with, Section 2.1. This proxy is given to secure the performance of the duties of the Stockholder under this Agreement. The Stockholder shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections 2.1 and 2.2.

Grant of Irrevocable Proxy. The Each Stockholder hereby irrevocably appoints Parent as the such Stockholder's proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the such Stockholder, solely in respect of the matters described in, and in accordance with, SectionSECTION 2.1. This proxy is given to secure the performance of the duties of the such Stockholder under this Agreement. The Neither Stockholder shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections SECTIONS 2.1 and 2.2.

Grant of Irrevocable Proxy. The Stockholder hereby irrevocably appoints Parent and any designee of Parent, and each of them individually, as the Stockholder's proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares, any New Shares and any New Shares beneficially owned by the StockholderOption Shares, solely in respect of the matters described in, and in accordance with, Section with Section 2.1. This proxy is given to secure the performance of the duties of the Stockholder under this Agreement. The Stockholder shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares, New Shares or New any Option Shares that is inconsistent with Sections 2.1 and 2.2.

Grant of Irrevocable Proxy. The Stockholder hereby irrevocably appoints Parent as the Stockholder's proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the Stockholder, solely in respect of the matters described in, and in accordance with, SectionSECTION 2.1. This proxy is given to secure the performance of the duties of the Stockholder under this Agreement. The Stockholder shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections SECTIONS 2.1 and 2.2.

Grant of Irrevocable Proxy. The Stockholder Each of the Stockholders hereby irrevocably appoints Parent as the such Stockholder's proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the such Stockholder, solely in respect of the matters described in, and in accordance with, Section Section 2.1. This proxy is given to secure the performance of the duties of the such Stockholder under this Agreement. The Stockholder None of the Stockholders shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections 2.1 and 2.2.

Grant of Irrevocable Proxy. The Stockholder Each of the Stockholders hereby irrevocably appoints Parent as the such Stockholder's ’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the such Stockholder, solely in respect of the matters described in, and in accordance with, Section Section 2.1. This proxy is given to secure the performance of the duties of the such Stockholder under this Agreement. The Stockholder None of the Stockholders shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections 2.1 and 2.2.

Grant of Irrevocable Proxy. The Each Stockholder hereby irrevocably appoints Parent as the such Stockholder's ’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the such Stockholder, solely in respect of the matters described in, and in accordance with, Section Section 2.1. This proxy is given to secure the performance of the duties of the such Stockholder under this Agreement. The Neither Stockholder shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections 2.1 and 2.2.

Grant of Irrevocable Proxy. The Stockholder hereby irrevocably appoints Parent as the Stockholder's ’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the Stockholder, solely in respect of the matters described in, and in accordance with, Section Section 2.1. This proxy is given to secure the performance of the duties of the Stockholder under this Agreement. The Stockholder shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections 2.1 and 2.2.

Grant of Irrevocable Proxy. The Each Stockholder hereby irrevocably appoints Parent as the such Stockholder's proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the such Stockholder, solely in respect of the matters described in, and in accordance with, Section Section 2.1. This proxy is given to secure the performance of the duties of the such Stockholder under this Agreement. The Stockholder None of the Stockholders shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections 2.1 and 2.2.

Grant of Irrevocable Proxy. The Each Stockholder hereby irrevocably appoints Parent as the such Stockholder's ’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the such Stockholder, solely in respect of the matters described in, and in accordance with, Section Section 2.1. This proxy is given to secure the performance of the duties of the such Stockholder under this Agreement. The Stockholder None of the Stockholders shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections 2.1 and 2.2.

Grant of Irrevocable Proxy. The Stockholder hereby irrevocably appoints Parent as the Stockholder's ’s proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or execute consents during the Voting Period, with respect to the Owned Shares and any New Shares beneficially owned by the Stockholder, solely in respect of the matters described in, and in accordance with, Section 2.1. This proxy is given to secure the performance of the duties of the Stockholder under this Agreement. The Stockholder shall not directly or indirectly grant any person any proxy (revocable or irrevocable), power of attorney or other authorization with respect to any of the Owned Shares or New Shares that is inconsistent with Sections 2.1 and 2.2.