Common use of No Disposition or Encumbrance of Shares Clause in Contracts

No Disposition or Encumbrance of Shares. Each Shareholder, severally and not jointly, hereby agrees that, except as contemplated by this Agreement, such Shareholder shall not (i) sell, transfer, tender, assign, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, deposit into any voting trust, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such Shareholder's voting rights, charge or other encumbrance of any nature whatsoever with respect to, any of such Shareholder's Shares (or agree or consent to, or offer to do, any of the foregoing), (ii) take any action that would make any representation or warranty of such Shareholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling such Shareholder from performing his or her obligations or, (iii) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.

Appears in 2 contracts

Samples: Voting Agreement (Blimpie International Inc), Voting Agreement (Blimpie International Inc)

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No Disposition or Encumbrance of Shares. Each ShareholderStockholder, severally and not jointly, hereby agrees that, except as contemplated by this Agreement and the Merger Agreement, such Shareholder Stockholder shall not (i) sell, transfer, tender, assign, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, deposit into any voting trusttrust or enter into a voting arrangement or agreement, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such Shareholder's voting rights, charge or other encumbrance Liens of any nature whatsoever with respect to, any of such ShareholderStockholder's Shares (or agree or consent to, or offer to do, any of the foregoing), (ii) take any action that would make any representation or warranty of such Shareholder Stockholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling such Shareholder Stockholder from performing his such Stockholder's obligations hereunder or her obligations or, (iii) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.

Appears in 2 contracts

Samples: Stockholders' Agreement (Microwave Power Devices Inc), Stockholders' Agreement (Ericsson MPD Acquisition Corp)

No Disposition or Encumbrance of Shares. Each ShareholderStockholder, severally and not jointly, hereby agrees that, except as contemplated by this Agreement, such Shareholder Stockholder shall not (i) sell, transfer, tender, assign, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, deposit into any voting trust, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such ShareholderStockholder's voting rights, charge or other encumbrance of any nature whatsoever with respect to, any of such ShareholderStockholder's Shares (or agree or consent to, or offer to do, any of the foregoing), (ii) take any action that would make any representation or warranty of such Shareholder Stockholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling such Shareholder Stockholder from performing his or her obligations or, (iii) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.

Appears in 2 contracts

Samples: Execution Copy (Greenwich Air Services Inc), Stock Option and Voting Agreement (General Electric Co)

No Disposition or Encumbrance of Shares. Each Shareholder, severally and but not jointly, hereby agrees that, except as contemplated by this Agreement, such Shareholder shall not (i) sell, transfer, tender, pledge, assign, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, deposit into any voting trust, enter into any voting agreement, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such Shareholder's voting rights, charge or other encumbrance Liens of any nature whatsoever with respect to, any of such Shareholder's Shares (or agree or consent to, or offer to do, any of the foregoing)) other than the making of bona fine gifts of Shares in an aggregate amount of not more than 10,000 Shares per Shareholder, (ii) other than as contemplated by this Agreement, take any action that would make any representation or warranty of such Shareholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling such Shareholder from performing his such Shareholder's material obligations hereunder or her obligations or, (iii) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.

Appears in 1 contract

Samples: Shareholders Agreement (Thomson Corp)

No Disposition or Encumbrance of Shares. Each Shareholder, severally and not jointly, Stockholder hereby agrees that, except as contemplated by this Agreement and the Merger Agreement, such Shareholder Stockholder shall not (i) sell, transfer, tender, assign, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, deposit into any voting trusttrust or enter into a voting arrangement or agreement, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such Shareholder's voting rights, charge or other encumbrance Liens of any nature whatsoever with respect to, any of such ShareholderStockholder's Shares (or agree or consent to, or offer to do, any of the foregoing), (ii) take any action that would make any representation or warranty of such Shareholder Stockholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling such Shareholder adversely affecting Stockholder from performing his Stockholder's obligations hereunder or her obligations or, (iii) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.

Appears in 1 contract

Samples: Agreement (Blackbird Acquisition Inc)

No Disposition or Encumbrance of Shares. Each Shareholder, severally and not jointly, Shareholder hereby agrees thatthat during the term of this Agreement, except as contemplated by this Agreement and the Merger Agreement, such Shareholder shall not (ia) sell, transfer, tender, assign, pledge, encumber, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, deposit into any voting trusttrust or enter into a voting arrangement or agreement, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such Shareholder's voting rights, charge or other encumbrance Liens of any nature whatsoever with respect to, any of such Shareholder's ’s Shares or Nominee Shares (or agree or consent to, or offer to do, any of the foregoing), (iib) take any action that would make any representation or warranty of such Shareholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling adversely affecting such Shareholder from performing his such Shareholder’s obligations hereunder or her obligations or, (iiic) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.

Appears in 1 contract

Samples: Voting Agreement (Chippac Inc)

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No Disposition or Encumbrance of Shares. Each Shareholder, severally and not jointly, hereby agrees that, except as contemplated by this Agreement, such Shareholder shall not (i) sell, transfer, tender, assign, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, or deposit into any voting trust, or any of such Shareholder's Shares, (ii) create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, agreement or limitation on such Shareholder's voting rights, charge or other encumbrance of any nature whatsoever rights with respect toto such Shareholder's Shares, (iii) grant any proxies or powers of attorney, deposit any Shares into a voting trust or enter into a voting agreement with respect to any of such Shareholder's Shares (or agree or consent toShares, or offer to do, any interest in any of the foregoing), ; (iiiv) take any action that would make any representation or warranty of such Shareholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling such Shareholder from performing his or her obligations orobligations, or (iiiv) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.

Appears in 1 contract

Samples: Voting Agreement (International Aircraft Investors)

No Disposition or Encumbrance of Shares. Each Shareholder, severally and not jointly, Stockholder --------------------------------------- hereby agrees that, except as contemplated by this Agreement and the Merger Agreement, such Shareholder Stockholder shall not (i) sell, transfer, tender, assign, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, deposit into any voting trusttrust or enter into a voting arrangement or agreement, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such Shareholder's voting rights, charge or other encumbrance Liens of any nature whatsoever with respect to, any of such ShareholderStockholder's Shares (or agree or consent to, or offer to do, any of the foregoing), (ii) take any action that would make any representation or warranty of such Shareholder Stockholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling such Shareholder adversely affecting Stockholder from performing his Stockholder's obligations hereunder or her obligations or, (iii) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.

Appears in 1 contract

Samples: Voting Agreement (Blackbird Acquisition Inc)

No Disposition or Encumbrance of Shares. Each ShareholderStockholder, severally and not jointly, hereby agrees that, except as contemplated by this the Merger Agreement, such Shareholder Stockholder shall not (i) sell, transfer, tender, assign, contribute to the capital of any entity, hypothecate, give or otherwise dispose of, grant a proxy or power of attorney with respect to, deposit into any voting trust, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such ShareholderStockholder's voting rights, charge or other encumbrance of any nature whatsoever with respect to, any of such ShareholderStockholder's Shares (or agree or consent to, or offer to do, any of the foregoing), (ii) take any action that would make any representation or warranty of such Shareholder Stockholder herein untrue or incorrect in any material respect or have the effect of preventing or disabling such Shareholder Stockholder from performing his or her obligations or, (iii) directly or indirectly, initiate, solicit or encourage any person to take actions that could reasonably be expected to lead to the occurrence of any of the foregoing.. 3.02

Appears in 1 contract

Samples: Voting Agreement (Evans & Sutherland Computer Corp)

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