Other Voting Agreements Sample Clauses

Other Voting Agreements. Parent has delivered to Shareholder a complete and accurate copy of each other voting agreement (however characterized) being entered into with shareholders, directors or officers of the Company in connection with the Merger.

Other Voting Agreements. (a) During the Voting Period, Stockholder shall not (i) enter into any agreement or understanding with any Person to vote or give instructions in any manner inconsistent with clause “(a),” clause “(b)” or clause “(c)” of Section 3.1, or (ii) grant a proxy or power of attorney with respect to any of the Covered Securities that is inconsistent with this Agreement, or otherwise take any other action with respect to any of the Covered Securities that would prevent the performance of any of Stockholder’s obligations hereunder or any of the actions contemplated hereby. (b) During the Voting Period, at every meeting of the stockholders of the Company (and at every adjournment or postponement thereof), however called, Stockholder shall be represented in person or by proxy at such meeting in order for the Covered Securities to be counted as present for purposes of establishing a quorum.

Other Voting Agreements. During the Voting Period, each Member shall not (a) enter into any agreement or understanding with any Person to vote or give instructions in any manner inconsistent with clause “(a),” clause “(b)” or clause “(c)” of Section 3.1 with respect to his, her or its Covered Securities or (b) enter into any tender, voting or other such agreement, or grant a proxy or power of attorney, with respect to any of his, her or its Covered Securities that is inconsistent with this Agreement, or otherwise knowingly take any other action with respect to any of his, her or its Covered Securities that would prevent the performance of any of such Member’s obligations hereunder or any of the actions contemplated hereby.

Other Voting Agreements. Parent represents and warrants to the Stockholder that each of the voting agreements that Parent is entering into with each of the Company’s directors (the “Company Director Voting Agreements”) and other stockholders of the Company in connection with the Merger Agreement (collectively with the Company Director Voting Agreements, the “Other Voting Agreements”) are substantially in the form of this Agreement, with the exception of (i) Section 4.5, which is not included in the Company Director Voting Agreements, (ii) the information set forth on Schedule A of each of the Other Voting Agreements, and (iii) the third recital and penultimate sentence of Section 1.1 of the Voting Agreement between Parent and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, III (the “▇▇▇▇▇▇ Voting Agreement”), each of which is not included in this Agreement or any of the Other Voting Agreements (other than the ▇▇▇▇▇▇ Voting Agreement). Parent further agrees that it will not make any amendment or modification to, or waive any provision of, any of the Other Voting Agreements without offering to also make such amendment, modification or waiver to this Agreement.

Other Voting Agreements. During the Voting Period, Securityholder shall not enter into any agreement or understanding with any Person to vote or give instructions in any manner inconsistent with Section 2.2.

Other Voting Agreements. So long as there exists a Significant Holder, Holders of Series E Preferred Stock shall not waive any right that may be waived by, or vote in favor of any matter that requires the affirmative vote of (i) sixty percent (60%) of the voting power of the then outstanding Series E Preferred Stock, or (ii) sixty percent (60%) of the voting power of the then outstanding Series E Preferred Stock, Series F Preferred Stock and Series G Preferred Stock, voting together as a single class, unless such waiver or affirmative vote is consented to in writing by each Significant Holder.

Other Voting Agreements. Parent acknowledges and agrees that, if it enters into, amends, waives, terminates or otherwise modifies any Other Voting Agreement with any Other Stockholder on terms and conditions meaningfully more favorable to such Other Stockholder than the terms and conditions contained in this Agreement, Parent shall, as applicable, promptly advise Stockholder of such fact (and the relevant terms and conditions) and shall offer the Stockholder the opportunity to amend, terminate or otherwise modify this Agreement so that it contains substantially identical terms and conditions and, if requested by the Stockholder, Parent shall, as applicable, enter into such an amendment, termination or other modification to this Agreement.

Other Voting Agreements. (a) During the Voting Period, Stockholder shall not (i) enter into any agreement or understanding with any Person to vote or give instructions in any manner inconsistent with clause “(a),” clause “(b)” or clause “(c)” of Section 3.1, or (ii) grant a proxy or power of attorney with respect to any of the Covered Securities that is inconsistent with this Agreement, or otherwise take any other action with respect to any of the Covered Securities that would prevent the performance of any of Stockholder’s obligations hereunder or any of the actions contemplated hereby. (b) During the Voting Period, at every meeting of the stockholders of the Company (and at every adjournment or postponement thereof), however called, Stockholder shall be represented in person or by proxy at such meeting in order for the Covered Securities to be counted as present for purposes of establishing a quorum. (c) Without limiting the obligations set forth in this Agreement, in connection with the Company Stockholders Meeting, Stockholder shall cause the Covered Securities to be voted (in person or by proxy) in accordance with Section 3.1 within five Business Days after the date on which Stockholder receives any proxy card or voting instruction form with respect to such Covered Securities, and shall not withdraw, revoke or otherwise alter such vote while this Agreement is in effect.

Other Voting Agreements. During the Support Period, Stockholder shall not enter into any agreement or understanding with any Person to vote or give any instruction in any manner inconsistent with clause “(a)”, clause “(b)” or clause “(c)” of Section 3.01. Stockholder shall not enter into any tender, voting or other similar agreement, or grant a proxy or power of attorney, with respect to any of Stockholder’s Subject Securities that is inconsistent with this Agreement or otherwise take any other action with respect to any of the Subject Securities that would in any way restrict, limit or interfere with the performance of any of Stockholder’s obligations hereunder or any of the actions contemplated hereby. Except as set forth in or contemplated by this Agreement, Stockholder may vote his, her or its Subject Securities in his, her or its discretion on all matters submitted for the vote of the Company’s stockholders or in connection with any meeting or written consent of the Company’s stockholders.