No Transfer of Voting Rights. The Stockholder shall ensure that, during the period from the date of this Agreement through the Expiration Date: (i) none of the Subject Securities Owned by the Stockholder is deposited into a voting trust; and (ii) no proxy is granted (except to consummate the transactions contemplated hereby), and no voting agreement or similar agreement is entered into, with respect to any of the Subject Securities Owned by the Stockholder.
No Transfer of Voting Rights. Stockholder agrees that, during the period from the date of this Agreement through and including the Expiration Date, Stockholder shall not deposit (or cause or permit the deposit of) any Shares or Options in a voting trust or grant (or cause or permit the grant of) any proxy or enter into (or cause or permit the entry into) any voting agreement or similar agreement with respect to any of the Shares or Options other than as contemplated by this Agreement, Proxy and the Merger Agreement.
No Transfer of Voting Rights. Except to the extent necessary to vote the Shares in accordance with Section 2 and/or Section 3, during the period from the date of this Agreement through the Expiration Date, Shareholder shall not deposit (or permit the deposit of) any Shares in a voting trust or grant any proxy or enter into any voting trust or other agreement or arrangement with respect to the voting of any Shares.
No Transfer of Voting Rights. (a) Stockholder covenants and agrees that, prior to the Expiration Date, Stockholder will not deposit any of the Subject Shares into a voting trust or grant a proxy or enter into an agreement of any kind with respect to any of the Subject Shares, except for the Proxy called for by Section 2.2 of this Agreement and except for any other proxy granted by Stockholder to Parent.
(b) As used in this Agreement, the term "Expiration Date" shall mean the earlier of (i) the date upon which the Plan is validly terminated in accordance with the provisions of Article VII of the Plan or (ii) the Effective Time of the Merger.
No Transfer of Voting Rights. Except in accordance with the terms of this Agreement, the Stockholder hereby covenants and agrees that during the period from the date of this Agreement through the earlier of (a) date on which the Merger is consummated and (b) the date on which the Merger Agreement is terminated in accordance with its terms without the Merger having occurred, the Stockholder will not (i) deposit any of the Covered Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Covered Shares or grant any proxy or power of attorney with respect thereto that is inconsistent with this Agreement, (ii) knowingly take any action that would make any representation or warranty of the Stockholder contained herein untrue or incorrect or have the effect of preventing or disabling the Stockholder from performing its obligations under this Agreement or (iii) encourage or solicit any holder of Common Stock to vote in opposition to the Transactions. Provided that if the Stockholder is not in breach of the terms of this Agreement, nothing in this Agreement shall be construed to restrict the Stockholder from trading in the Covered Shares or otherwise.
No Transfer of Voting Rights. The Stockholder shall ensure that, except for voting agreements in favor of WIC existing on the date hereof and except for the Stockholders Agreement dated May 26, 2000 among the Company, the Stockholder and certain other stockholders of the Company (the “Stockholders Agreement”), during the period from the date of this Agreement through the Expiration Date: (a) none of the Subject Securities Owned by the Stockholder is deposited into a voting trust; and (b) no proxy is granted, and no voting agreement or similar agreement is entered into, with respect to any of the Subject Securities Owned by the Stockholder.
No Transfer of Voting Rights. Shareholder covenants and agrees that, prior to the Expiration Date, Shareholder will not deposit any of the Subject Shares into a voting trust or grant any proxy (except as provided herein) or enter into any other voting agreement, or any other agreement or arrangement with respect to the voting of any of the Subject Shares.
No Transfer of Voting Rights. Each Stockholder hereby agrees that, at all times commencing with the execution and delivery of this Agreement until the Expiration Date, neither Stockholder shall deposit, or permit the deposit of, any Shares Beneficially Owned by such Stockholder in a voting trust, grant any proxy in respect of the Shares Beneficially Owned by such Stockholder, or enter into any voting agreement or similar Contract to vote or give instructions with respect to the Shares Beneficially Owned by such Stockholder (other than this Agreement and the Proxy executed by such Stockholder) in contravention of the obligations of such Stockholder (including in any manner inconsistent with Section 4 below) under this Agreement with respect to any of the Shares Beneficially Owned by such Stockholder.
No Transfer of Voting Rights. Each Selling Party shall ensure that, during the Restricted Period: (a) none of the Subject Securities is deposited into a voting trust; and (b) no proxy is granted other than to Parent pursuant to this Agreement, and no voting agreement or similar agreement is entered into, with respect to any of the Subject Securities.
No Transfer of Voting Rights. (a) Shareholder covenants and agrees that, prior to the Expiration Date, Shareholder will not deposit any of the Subject Shares into a voting trust or grant a proxy or enter into an agreement of any kind with respect to any of the Subject Shares, except for the Proxy called for by Section 2.2 of this Agreement and except for any other proxy granted by Shareholder to Shockwave.
(b) As used in this Agreement, the term "EXPIRATION DATE" shall mean the earlier of (i) the date upon which the Merger Agreement is validly terminated in accordance with the provisions of Article 10 of the Merger Agreement or (ii) the Effective Time of the Merger.
