Common use of IN WITNESS WHEREAS Clause in Contracts

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: (Signature) (Print Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: Company Common Stock Company Options Company RSUs Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION The undersigned stockholder (“Stockholder”) of Virage Logic Corporation, a Delaware corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel of Synopsys, a Delaware corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 2 contracts

Samples: Voting Agreement, Merger Agreement (Virage Logic Corp)

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IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: (Signature) (Print CRS MASTER FUND, L.P. By: Cyrus Capital Partners, L.P., its investment manager By: “Xxxxxxxx X. Xxxxxx” Name: Xxxxxxxx X. Xxxxxx Title Authorized Signatory Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof: c/o Cyrus Capital Partners, or over which Stockholder exercises voting power on the date hereofL.P. 000 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx, 00000 Attention: Company Common Stock Company Options Company RSUs Company SARs Xxxxxx Xxxxxxxx [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. SPHERE 3D CORPORATION By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: (Signature) (Print Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: 0 Company Common Stock 0 Company Options and Other Rights 0 Company RSUs 0 Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).. Until the Expiration Time, this Irrevocable Proxy is irrevocable (to the fullest extent permitted by applicable law), is coupled with an interest sufficient in law to support an irrevocable proxy, is granted pursuant to that certain Voting Agreement and Irrevocable Proxy dated as of even date herewith by and between Parent and Stockholder (the “Voting Agreement”), and is granted in consideration of Parent entering into that certain Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), by and among Parent, Overland Storage, Inc., a California corporation and wholly owned subsidiary of Parent (“Sub”) and the Company, pursuant to which Sub will merge with and into the Company (the “Merger”), and the Company will survive the Merger and become a wholly owned subsidiary of Parent. As used herein, the term “Expiration Time” shall mean the earliest to occur of (A) the Effective Time, (B) the date and time of the valid termination of the Merger Agreement in accordance with its terms, (C) the Stockholder becomes aware that the Parent has committed fraud or made a fraudulent or negligent misrepresentation for the purposes of inducing the Stockholder to enter into the Merger Agreement and/or this Agreement (D) such date and time designated by Parent in a written notice to Stockholder, (E) the written agreement of the parties hereto to terminate this Agreement, or (F) January 31, 2105 The attorneys and proxies named above, and each of them, are hereby authorized and empowered by Stockholder, at any time prior to the Expiration Time, to act as Stockholder’s attorney and proxy to vote the Shares, and to exercise all voting and other rights of Stockholder with respect to the Shares (including, without limitation, the power to execute and deliver written consents pursuant to Section 603 of the California Corporations Code), at every annual, special or adjourned meeting of the stockholders of the Company and in every written consent in lieu of such meeting as follows: in favor of approval of the Merger, approval and adoption of the Merger Agreement and the Certificate of Merger and any matter that could reasonably be expected to facilitate the Merger, and against any Alternative Transaction Proposal (as defined in Section 5.3(a)(ii)of the Merger Agreement) or Superior Offer (as defined in Section 5.3(a)(iii]) of the Merger Agreement) and any other matter that could reasonably be expected to impede, interfere with, delay, postpone or adversely affect the Merger or any of the transactions contemplated by the Merger Agreement. The attorney and proxy named above may not exercise this Irrevocable Proxy on any other matter except as provided above. Stockholder may vote the Shares on all other matters. [SIGNATURE PAGE FOLLOWS] This Irrevocable Proxy is coupled with an interest as aforesaid and is irrevocable. This Irrevocable Proxy may not be amended or otherwise modified without the prior written consent of Parent. This Irrevocable Proxy shall terminate, and be of no further force and effect, automatically upon the Expiration Time. Dated: STOCKHOLDER (Signature) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: 0 Company Common Stock 0 Company Options and Other Rights 0 Company RSUs 0 Company SARs

Appears in 1 contract

Samples: Voting Agreement and Irrevocable Proxy

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: Xxxx Xxxx “Xxxx Xxxx” (SignatureSignature of Stockholder) Bonescien 19, 5155 Bones. (Print Address) Norway (Print Address) (Print Fax Number) +00 00000000 (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: _____ Company Common Stock _____ Company Options and Other Rights _____ Company RSUs _____ Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: Xxxxxx Xx Xxxxx “Xxxxxx Xx Xxxxx” (Signature) 000 X00xx Xxxxxx, 0X (Xxxxx Xxxxxxx) Xxx Xxxx, XX 00000 (Print Address) (Print Address) 000-000-0000 (Print Fax Number) 000-000-0000 (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: _____ Company Common Stock _____ Company Options and Other Rights _____ Company RSUs _____ Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. SPHERE 3D CORPORATION By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: (Signature) (Print Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: 0 Company Common Stock 0 Company Options and Other Rights 0 Company RSUs 0 Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Overland Storage Inc)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: FBC HOLDINGS S.A.R.L. “signed” (Signature) Manager A: Manacor (Luxembourg) S.A. 00x, xxxxxx X.X. Xxxxxxx. L-1855 Luxembourg (Print Address) X.X. Xxx 000, X-0000 Xxxxxxxxxx (Print Address) +000 00 0000 (Print Fax Number) +000 00 00000 (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: 0 Company Common Stock 0 Company Options and Other Rights 0 Company RSUs 0 Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

IN WITNESS WHEREAS. the party parties hereto has have caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: (Print Name of Stockholder) (Signature) (Print name and title if signing on behalf of an entity) (Print Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: Company Common Stock Company Options Company RSUs Company SARs SHARES HELD OF RECORD OPTIONS AND OTHER RIGHTS ADDITIONAL SECURITIES BENEFICIALLY OWNED OPTIONS WARRANTS OTHER RIGHTS [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXYAGREEMENT] EXHIBIT A FORM OF IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION The undersigned stockholder (the “Stockholder”) of Virage Logic CorporationXxxxxx, Inc., a Delaware corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel and constitutes Xxxxx Xxxx and Xxxxxxxxx Xxxxxxx of Synopsys, a Delaware corporation XXX Pharma A/S (“ParentAcquiror”), or any other designee and each of Parentthem, as the sole attorneys and exclusive attorney and proxy proxies of the Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled of the Stockholder’s rights to do so) with respect to all of to: (i) the outstanding shares of capital stock of the Company that now are or hereafter may be beneficially owned of record by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy proxy, which shares are listed specified on the final page of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, proxy; and (ii) any and all other shares of capital stock of the Company which the Stockholder may acquire of record on or after the date hereof. (The shares of the capital stock of the Company referred to in clauses “(i)” and “(ii)” of the immediately preceding sentence are collectively referred to as the “Shares.”) Upon the execution hereof, all prior proxies (other than this Irrevocable Proxy) given by the Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant voting of any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner Shares inconsistent with the terms of this Irrevocable Proxy proxy and Section 2(a) of the Voting Agreement (as defined below) are hereby revoked, and the Stockholder agrees that no subsequent proxies will be given with respect to the voting of any Shares inconsistent with the terms of this proxy and Section 2(a) of the Voting Agreement until after the Expiration Time. This proxy is irrevocable, is coupled with an interest and is granted in connection with, and as security for Stockholder’s performance under, the Voting Agreement, dated as of the date hereof, between Acquiror and the Stockholder (the “Voting Agreement”), and is granted in consideration of Acquiror entering into the Agreement and Plan of Merger, dated as of the date hereof, among Acquiror, Plant Acquisition Sub, Inc., a wholly-owned subsidiary of Acquiror, and the Company (the “Merger Agreement”). This proxy will terminate on the Expiration Time (as defined belowin the Voting Agreement).. Capitalized terms used in this Proxy and not defined in this Proxy have the meanings set forth in the Voting Agreement. Each of the attorneys and proxies named above will be empowered, and may exercise this proxy, to vote the Shares at any time until the Expiration Time at any meeting of the stockholders of the Company, however called, and in connection with any written action by consent of stockholders of the Company:

Appears in 1 contract

Samples: Voting Agreement (LEO Pharma a/S)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYSXXXXXXXXXXX: XXXXXXXX 0, INC. X.X. By: Cyrus Capital Partners, L.P., its investment manager By: “Xxxxxxxx X. Xxxxxx” Name: Xxxxxxxx X. Xxxxxx Title Authorized Signatory Address: c/o Cyrus Capital Partners, L.P. 000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxx TitleXxx Xxxx, Xxx Xxxx, 00000 Attention: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: (Signature) (Print Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: Company Common Stock Company Options Company RSUs Company SARs Xxxxxx Xxxxxxxx [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: Xxx Xxxxxxxxx “Xxx Xxxxxxxxx” (SignatureSignature of Stockholder) 000 Xxxxxxxx Xx. (Print AddressXxxxx Xxxxxxx) Xxxxxxxxxxxx, XX 00000 (Print Address) (Print Fax Number) 000-000-0000 (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: (pre-split) __1,000___ Company Common Stock (pre-split) __30,000__ Company Options and Other Rights _________ Company RSUs _________ Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

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IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: Alexander Deshin /s/ Alexander Deshin (Signature) PR. X. Xxxxxxx 0X/0-00 (Print Address) Irkutsk, 664050, Russua (Print Address) (Print Fax Number) + 7 3952 204050 +0 0000 000000 (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: 24,000,000 Company Common Stock Company Options Company RSUs Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] INITIALS: ______________ 5 EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION BAKHU HOLDINGS CORP The undersigned stockholder (“Stockholder”) of Virage Logic Bakhu Holdings Corporation, a Delaware Nevada corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel of SynopsysSomerset Capital, Ltd, a Delaware Colorado corporation (“ParentSomerset”), or any other designee of ParentSomerset, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).. Until the Expiration Time, this Irrevocable Proxy is irrevocable (to the fullest extent permitted by applicable law), is coupled with an interest sufficient in law to support an irrevocable proxy, is granted pursuant to that certain Voting Agreement and Irrevocable Proxy dated as of even date herewith by and between Somerset and Stockholder (the “Voting Agreement”), and is granted in consideration of Somerset seeking to appoint itself or its assignee as Receiver for BAKHU HOLDINGS CORP to remove the current management of BAKHU HOLDINGS CORP for the purposes of a reorganization. The attorneys and proxies named above, and each of them, are hereby authorized and empowered by Stockholder, at any time prior to the Expiration Time, to act as Stockholder’s attorney and proxy to vote the Shares, and to exercise all voting and other rights of Stockholder with respect to the Shares (including, without limitation, the power to execute and deliver written consents pursuant to NRS §78.345, at every annual, special or adjourned meeting of the stockholders of the Company and in every written consent in lieu of such meeting. All authority herein conferred shall survive the death or incapacity of Stockholder and any obligation of Stockholder hereunder shall be binding upon the heirs, personal representatives, successors and assigns of Stockholder. This Irrevocable Proxy is coupled with an interest as aforesaid and is irrevocable. This Irrevocable Proxy may not be amended or otherwise modified without the prior written consent of Somerset. This Irrevocable Proxy shall terminate, and be of no further force and effect, automatically upon the Expiration Time. Dated: March 25, 2015 /s/ Alexander Deshin (Signature of Stockholder) Shares beneficially owned on the date hereof: 24,000,000 Company Common Stock Company Options Company RSUs Company SARs INITIALS: ______________

Appears in 1 contract

Samples: Voting Agreement and Irrevocable Proxy (Bakhu Holdings, Corp.)

IN WITNESS WHEREAS. the party parties hereto has have caused this VOTING AGREEMENT AND IRREVOCABLE PROXY Voting Agreement to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDERStockholder: (Print Name of Stockholder) (Signature) (Print name and title if signing on behalf of an entity) (Print Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: Company Common Stock Company Other Additional Securities Shares Held of Record Options Company RSUs Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT Warrants Rights Beneficially Owned Exhibit A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Form Of Irrevocable Proxy The undersigned stockholder (the “Stockholder”) of Virage Logic CorporationXxxxxx, Inc., a Delaware corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel and constitutes Xxxxx Xxxx and Xxxxxxxxx Xxxxxxx of Synopsys, a Delaware corporation XXX Pharma A/S (“ParentAcquiror”), or any other designee and each of Parentthem, as the sole attorneys and exclusive attorney and proxy proxies of the Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled of the Stockholder’s rights to do so) with respect to all of to: (i) the outstanding shares of capital stock of the Company that now are or hereafter may be beneficially owned of record by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy proxy, which shares are listed specified on the final page of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, proxy; and (ii) any and all other shares of capital stock of the Company which the Stockholder may acquire of record on or after the date hereof. (The shares of the capital stock of the Company referred to in clauses “(i)” and “(ii)” of the immediately preceding sentence are collectively referred to as the “Shares.”) Upon the execution hereof, all prior proxies (other than this Irrevocable Proxy) given by the Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant voting of any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner Shares inconsistent with the terms of this Irrevocable Proxy proxy and Section 2(a) of the Voting Agreement (as defined below) are hereby revoked, and the Stockholder agrees that no subsequent proxies will be given with respect to the voting of any Shares inconsistent with the terms of this proxy and Section 2(a) of the Voting Agreement until after the Expiration Time. This proxy is irrevocable, is coupled with an interest and is granted in connection with, and as security for Stockholder’s performance under, the Voting Agreement, dated as of the date hereof, between Acquiror and the Stockholder (the “Voting Agreement”), and is granted in consideration of Acquiror entering into the Agreement and Plan of Merger, dated as of the date hereof, among Acquiror, Plant Acquisition Sub, Inc., a wholly-owned subsidiary of Acquiror, and the Company (the “Merger Agreement”). This proxy will terminate on the Expiration Time (as defined belowin the Voting Agreement).. Capitalized terms used in this Proxy and not defined in this Proxy have the meanings set forth in the Voting Agreement. Each of the attorneys and proxies named above will be empowered, and may exercise this proxy, to vote the Shares at any time until the Expiration Time at any meeting of the stockholders of the Company, however called, and in connection with any written action by consent of stockholders of the Company:

Appears in 1 contract

Samples: Voting Agreement (Peplin Inc)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: Xxxx X. Xxxxxxxxxxx “Xxxx X. Xxxxxxxxxxx” (Signature) (Print Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: 0 Company Common Stock 0 Company Options and Other Rights 0 Company RSUs 0 Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: (Signature) (Print CYRUS SELECT OPPORTUNITEIS MASTER FUND, LTD. By: Cyrus Capital Partners, L.P., its investment manager By: “Xxxxxxxx X. Xxxxxx” Name: Xxxxxxxx X. Xxxxxx Title Authorized Signatory Address) (Print Address) (Print Fax Number) (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof: c/o Cyrus Capital Partners, or over which Stockholder exercises voting power on the date hereofL.P. 000 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx, 00000 Attention: Company Common Stock Company Options Company RSUs Company SARs Xxxxxx Xxxxxxxx [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

IN WITNESS WHEREAS. the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. SYNOPSYS, INC. By: Name: Xxxxx Xxxxx Title: Assistant Secretary [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] IN WITNESS WHEREAS, the party hereto has caused this VOTING AGREEMENT AND IRREVOCABLE PROXY to be executed as of the date first above written. STOCKHOLDER: Xxxxx XxXxxxxxx “Xxxxx XxXxxxxxx” (SignatureSignature of Stockholder) 0 Xxxx Xxxxxxxx Xxxxx (Xxxxx Xxxxxxx) XxXxxxx, Xxxxxxxxxx 00000 (Print Address) (Print Address) 000 000 0000 (Print Fax Number) 000 000 0000 cell (Print Telephone Number) Shares and Company Options and Other Rights beneficially owned on the date hereof, or over which Stockholder exercises voting power on the date hereof: _____ Company Common Stock _____ Company Options and Other Rights _____ Company RSUs _____ Company SARs [SIGNATURE PAGE TO VOTING AGREEMENT AND IRREVOCABLE PROXY] EXHIBIT A IRREVOCABLE PROXY TO VOTE STOCK OF VIRAGE LOGIC CORPORATION Overland Storage, Inc. The undersigned stockholder (“Stockholder”) of Virage Logic CorporationOverland Storage, Inc., a Delaware California corporation (the “Company”), hereby irrevocably (to the fullest extent permitted by applicable law) appoints the General Counsel Chief Financial Officer of SynopsysSphere 3D Corporation, a Delaware an Ontario corporation (“Parent”), or any other designee of Parent, as the sole and exclusive attorney and proxy of Stockholder, with full power of substitution and resubstitution, to vote and exercise all voting and related rights (to the fullest extent that Stockholder is entitled to do so) with respect to all of the shares of capital stock of the Company that now are or hereafter may be beneficially owned by Stockholder, and any and all other shares or securities of the Company issued or issuable in respect thereof on or after the date hereof (collectively, the “Shares”) in accordance with the terms of this Irrevocable Proxy. The Shares beneficially owned by Stockholder as of the date of this Irrevocable Proxy are listed on the final page Schedule 1 of this Irrevocable Proxy. Upon Stockholder’s execution of this Irrevocable Proxy, any and all prior proxies (other than this Irrevocable Proxy) given Stockholder with respect to the subject matter contemplated by this Irrevocable Proxy are hereby revoked with respect to such subject matter and Stockholder agrees not to grant any subsequent proxies with respect to such subject matter or enter into any agreement or understanding with any Person (as defined in the Merger Agreement (as defined below)) to vote or give instructions with respect to such subject matter in any manner inconsistent with the terms of this Irrevocable Proxy until after the Expiration Time (as defined below).

Appears in 1 contract

Samples: Merger Agreement (Sphere 3D Corp)

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