Common use of Restriction on Transfer, Proxies and Non Clause in Contracts

Restriction on Transfer, Proxies and Non. Interference. Seller hereby agrees, while this Agreement is in effect, and except as contemplated hereby, not to, (i) sell, transfer, pledge, encumber, assign or otherwise dispose of, or enter into any contract, option or other arrangement or understanding with respect to the sale, transfer, pledge, encumbrance, assignment or other disposition of, any of the Impax Securities, (ii) grant any proxies, deposit any Impax Securities into a voting trust or enter into a voting agreement with respect to any Impax Securities or (iii) take any action that would make any representation or warranty of Seller contained herein untrue or incorrect or have the effect of preventing or disabling Seller from performing his, her or its obligations under this Agreement.