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

No Disposition or Encumbrance of Shares. Each Shareholder hereby covenants and agrees that, until the Shareholder Approval has been obtained, except as contemplated by this Agreement, such Shareholder shall not offer or agree to sell, transfer, tender, assign, hypothecate or otherwise dispose of, grant a proxy or power of attorney with respect to, 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 ("Encumbrance") with respect to the Common Shares or Other Securities, directly or indirectly, initiate, solicit or encourage any person to take actions which could reasonably be expected to lead to the occurrence of any of the foregoing; provided, however, that any such Shareholder may assign, sell or transfer any Common Shares or Other Securities provided that any such recipient of the Common Shares or Other Securities has delivered to the Company and each Investor a written agreement in a form reasonably satisfactory to the Investors that the recipient shall be bound by, and the Common Shares and/or Other Securities so transferred, assigned or sold shall remain subject to this Agreement.

No Disposition or Encumbrance of Shares. Each Shareholder Stockholder hereby covenants and agrees that, until the Shareholder Approval has been obtained, except as contemplated by this Agreement, such Shareholder Stockholder shall not directly or indirectly offer or agree to sell, transfer, tender, assign, hypothecate or otherwise dispose of, grant a proxy or power of attorney with respect to, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such Shareholderany Stockholder's voting rights, charge or other encumbrance of any nature whatsoever ("Encumbrance") with respect to the Common Shares or Other Securities, directly or indirectly, and shall not initiate, solicit or encourage any person to take actions which could reasonably be expected to lead to the occurrence of any of the foregoing; provided, however, that such Stockholder may take any such Shareholder may assign, sell or transfer any Common action with respect to the Shares or Other Securities provided that under this Agreement or under the Stockholders' Agreement so long as any recipient of any such recipient of the Common Shares or Other Securities or rights with respect thereto or party to any such action has delivered to the Company and each Investor a written agreement in a form reasonably satisfactory to the Investors that the such recipient or party shall be bound by, and the Common Shares and/or Other Securities so transferred, assigned or sold shall remain subject to to, this Agreement.

No Disposition or Encumbrance of Shares. Each Shareholder hereby covenants and agrees that, until the Shareholder Approval has been obtained, except as contemplated by this Agreement, such Shareholder has not offered or agreed to, and shall not offer or agree to to, sell, transfer, tender, assign, hypothecate or otherwise dispose of, grant a proxy or power of attorney with respect to, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such any Shareholder's voting rights, charge or other encumbrance of any nature whatsoever ("Encumbrance") with respect to the Common Shares or Other SecuritiesSecurities owned by such Shareholder, directly or indirectly, and such Shareholder shall not initiate, solicit or encourage any person to take actions which could reasonably be expected to lead to the occurrence of any of the foregoing; provided, however, that any such Shareholder may assign, sell or transfer any Common Shares or Other Securities provided that any such recipient of the Common such Shares or Other Securities has delivered to the Company and each Investor a written agreement in a form reasonably satisfactory to the Investors that the such recipient shall be bound by, and the Common Shares and/or Other Securities so transferred, assigned or sold shall remain subject to to, this Agreement.

No Disposition or Encumbrance of Shares. Each Shareholder hereby covenants and agrees that, until the Shareholder Approval has been obtained, except as contemplated by this Agreement and the Lock-Up Agreements (as defined in the Securities Purchase Agreement), such Shareholder shall not offer or agree to sell, transfer, tender, assign, hypothecate or otherwise dispose of, grant a proxy or power of attorney with respect to, 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 ("Encumbrance") with respect to the Common Shares or Other Securities, directly or indirectly, initiate, solicit or encourage any person to take actions which could reasonably be expected to lead to the occurrence of any of the foregoing; provided, however, that any such Shareholder may assign, sell or transfer any Common Shares or Other Securities provided that any such recipient of the Common Shares or Other Securities has delivered to the Company and each Investor a written agreement in a form reasonably satisfactory to the Investors that the recipient shall be bound by, and the Common Shares and/or Other Securities so transferred, assigned or sold shall remain subject to this Agreement; and, provided, further, that such shareholder may grant a proxy or power of attorney in connection with a shareholders meeting to vote in accordance with Section 1.01 hereof.

No Disposition or Encumbrance of Shares. Each Shareholder Stockholder hereby covenants and agrees that, until the Shareholder Approval has been obtained, except as contemplated by this AgreementProxy, such Shareholder the Stockholder shall not, and shall not offer or agree to to, sell, transfer, tender, assign, hypothecate or otherwise dispose of, grant a proxy (other than the irrevocable proxy granted herein) or power of attorney with respect to, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreementcontract, limitation on such Shareholderthe Stockholder's voting rights, charge or other encumbrance of any nature whatsoever ("Encumbrance") with respect to to, the Stockholder's shares of Common Shares Stock, or Other Securities, directly or indirectly, initiate, solicit or encourage any person to take actions which could reasonably be expected to lead to the occurrence of any of the foregoing; provided, howeverhowever that if the Stockholder is currently serving as a director or officer of the Holding Company, the Stockholder, acting in such capacities, shall not be precluded from taking any such action or any action precluded by Section 3.02, based upon the advice of counsel, that any such Shareholder may assign, sell his or transfer any Common Shares or Other Securities provided that any such recipient of the Common Shares or Other Securities has delivered her fiduciary duties to the Holding Company and each Investor a written agreement in a form reasonably satisfactory obligate the Stockholder to the Investors that the recipient shall be bound by, and the Common Shares and/or Other Securities so transferred, assigned or sold shall remain subject to this Agreementdo so.

No Disposition or Encumbrance of Shares. Each Shareholder Stockholder hereby covenants and agrees agrees, solely with respect to itself, that, until the Shareholder Approval has been obtained, except as contemplated by this Agreement, such Shareholder Stockholder shall not offer or agree to sell, transfer, tender, assign, hypothecate or otherwise dispose of, grant a proxy or power of attorney with respect to, 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 ("Encumbrance") with respect to the Common its Shares or Other Securitiesor, directly or indirectly, initiate, solicit or encourage any person to take actions which could reasonably be expected to lead to the occurrence of any of the foregoingforegoing or take any action that would make any representation or warranty of such Stockholder contained herein untrue or incorrect or have the effect of preventing or disabling such Stockholder from performing its obligations under this Agreement; provided, however, that any such Shareholder Stockholder may assign, sell or transfer any Common Shares or Other Securities provided that any such recipient of the Common such Shares or Other Securities has delivered to the Company and each Investor a written agreement in a form reasonably satisfactory to the Investors that the such recipient shall be bound by, by and the Common such Shares and/or Other Securities so transferred, assigned or sold shall remain subject to this Agreement; and provided, further, that such written agreement does not violate Section 14(a) of the 1934 Act and the rules and regulations promulgated thereunder.

No Disposition or Encumbrance of Shares. Each Shareholder hereby covenants and agrees that, until the Shareholder Approval has been obtained, except as contemplated by this Agreement, such Shareholder has not, and shall not offer or agree to sell, transfer, tender, assign, hypothecate or otherwise dispose of, grant a proxy or power of attorney with respect to, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such any Shareholder's voting rights, charge or other encumbrance of any nature whatsoever ("Encumbrance") with respect to the Common Shares or Other Securities, directly or indirectly, initiate, solicit or encourage any person to take actions which could reasonably be expected to lead to the occurrence of any of the foregoing; provided, however, that any such Shareholder may assign, sell or transfer any Common Shares or Other Securities provided that any such recipient of the Common such Shares or Other Securities has delivered to the Company and each Investor a written agreement in a form reasonably satisfactory to the Investors that the such recipient shall be bound by, by and the Common Shares and/or Other Securities so transferred, assigned or sold shall remain subject to this Agreement.