Common use of Other Voting Matters Clause in Contracts

Other Voting Matters. Each Stockholder hereby agrees that such Stockholder will vote, or cause to be voted, all voting Stockholder Shares over which such Stockholder has the power to vote or direct the voting, either in person or by proxy, whether at a stockholders meeting, or by written consent, in the manner in which the Required Sponsors directs in connection with the approval of any amendment or amendments to the Company's certificate of incorporation or bylaws, the merger, share exchange, combination or consolidation of the Company with any other Independent Third Party, the sale, lease or exchange of all or substantially all of the property and assets of the Company and its Subsidiaries on a consolidated basis to an Independent Third Party, and the reorganization, recapitalization, liquidation, dissolution or winding-up of any of the Company and its Subsidiaries; PROVIDED, however, that no such action shall (a) be inconsistent with the terms of this Agreement, or (b) have a material adverse effect on any Stockholder's rights or interests in respect of any Stockholder Shares that would be borne disproportionately by such Stockholder relative to the effect on the rights or interests of any other Stockholder in respect of holdings of Stockholder Shares of the same class.

Other Voting Matters. Each Stockholder (other than the DLJ Stockholders) hereby agrees that such Stockholder will vote, or cause to be voted, all voting Stockholder Shares over which such Stockholder has the power to vote or direct the voting, either in person or by proxy, whether at a stockholders meeting, or by written consent, in the manner in which the Required Sponsors Majority WS Holders directs in connection with the approval of any amendment or amendments to the Company's certificate of incorporation or bylaws, the merger, share exchange, combination or consolidation of the Company with any other Independent Third Party, the sale, lease or exchange of all or substantially all of the property and assets of the Company and its Subsidiaries on a consolidated basis to an Independent Third Party, and the reorganization, recapitalization, liquidation, dissolution or winding-up of any of the Company and its Subsidiaries; PROVIDEDprovided, however, that no such action shall (a) be inconsistent with the terms of this Agreement, or (b) have a material adverse effect on any Stockholder's rights or interests in respect of any Stockholder Shares that would be borne disproportionately by such Stockholder relative to the effect on the rights or interests of any other Stockholder Stockholders in respect of holdings of Stockholder Shares of the same class.

Other Voting Matters. Each Stockholder hereby agrees that such Stockholder will vote, or cause to be voted, all voting Stockholder Shares over which such Stockholder has the power to vote or direct the voting, either in person or by proxy, whether at a stockholders meeting, or by written consent, in the manner in which the Required Sponsors Majority XX Xxxxxx directs in connection with the (i) approval of any amendment or amendments to the Company's certificate Certificate of incorporation Incorporation or bylaws, the (ii) any merger, share exchange, combination or consolidation of the Company with any other Independent Third Party, (iii) the sale, lease or exchange of all or substantially all of the property and assets of the Company and its Subsidiaries on a consolidated basis to an Independent Third Party, and or (iv) the reorganization, recapitalization, liquidation, dissolution or winding-up of any of the Company and its Subsidiaries; PROVIDEDprovided, however, that no such action shall (a) be inconsistent with contravene the terms of this Agreement, or (b) have a material an adverse effect on any Stockholder's the rights or interests of any Stockholder in respect of any of its Stockholder Shares that would be borne disproportionately by such Stockholder relative to the effect of such action on the rights or interests of any other Stockholder Stockholders in respect of holdings of Stockholder Shares of the same class, unless approved by holders of a majority of the Stockholder Shares so adversely affected.

Other Voting Matters. Each Stockholder Investor hereby agrees that such Stockholder Investor will vote, or cause to be voted, all voting Stockholder Shares over which such Stockholder Investor has the power to vote or direct the voting, either in person or by proxy, whether at a stockholders meeting, or by 17 written consent, in the manner in which the Required Sponsors holders of a majority of the WS Shares directs in connection with the approval of any amendment or amendments to the Company's certificate articles of incorporation or bylaws, the merger, share exchange, combination or consolidation of the Company with any other Independent Third PartyPerson or Persons, the sale, lease or exchange of all or substantially all of the property and assets of the Company and its Subsidiaries on a consolidated basis to an Independent Third Partybasis, and the reorganization, recapitalization, liquidation, dissolution or winding-up of any of the Company and its Subsidiaries; PROVIDEDprovided, however, however that no such action shall (a) be inconsistent with the terms of this Agreement, or (b) have a material adverse effect on any Stockholder's rights or interests in respect of any Stockholder Shares that Shares, if such effect would be borne disproportionately by such Stockholder relative to the effect on the rights or interests of any other Stockholder Stockholders in respect of holdings of Stockholder Shares of the same class.. PROVISIONS RELATING TO REGISTRATION OF STOCKHOLDER SHARES

Other Voting Matters. Each Stockholder hereby agrees that such Stockholder will vote, or cause to be voted, all voting Stockholder Shares over which such Stockholder has the power to vote or direct the voting, either in person or by proxy, whether at a stockholders meeting, or by written consent, in the manner in which the Required Sponsors Majority XX Xxxxxx directs in connection with the (i) approval of any amendment or amendments to the Company's certificate ’s Certificate of incorporation Incorporation or bylaws, the (ii) any merger, share exchange, combination or consolidation of the Company with any other Independent Third Party, (iii) the sale, lease or exchange of all or substantially all of the property and assets of the Company and its Subsidiaries on a consolidated basis to an Independent Third Party, and or (iv) the reorganization, recapitalization, liquidation, dissolution or winding-up of any of the Company and its Subsidiaries; PROVIDEDprovided, however, that no such action shall (a) be inconsistent with contravene the terms of this Agreement, or (b) have a material an adverse effect on any Stockholder's the rights or interests of any Stockholder in respect of any of its Stockholder Shares that would be borne disproportionately by such Stockholder relative to the effect of such action on the rights or interests of any other Stockholder Stockholders in respect of holdings of Stockholder Shares of the same class, unless approved by holders of a majority of the Stockholder Shares so adversely affected.