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

Restrictions on Transfer, Proxies and Non. Interference. Stockholder 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 Shares, Restricted Shares, Options or Director Stock Units, (ii) grant any proxies, deposit any Shares, Restricted Shares, Options or Director Stock Units into a voting trust or enter into a voting agreement with respect to any Shares, Restricted Shares, Options or Director Stock Units, or (iii) take any action that would make any representation or warranty of Stockholder contained herein untrue or incorrect in any material respect or have the effect of preventing or disabling Stockholder from performing Stockholder’s obligations under this Agreement.

Restrictions on Transfer, Proxies and Non. Interference. Stockholder hereby agrees, while until the termination of this Agreement is in effectpursuant to Section 3.2, 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 Shares (other than to an affiliate of such Stockholder who agrees to comply with the terms and provisions hereof with respect to the transferred Shares, Restricted Shares, Options or Director Stock Units), (ii) grant any proxies, deposit any Shares, Restricted Shares, Options or Director Stock Units Shares into a voting trust or enter into a voting agreement with respect to any Shares, Restricted Shares, Options or Director Stock Units, or (iii) take any action that would make any representation or warranty of Stockholder contained herein untrue or incorrect in any material respect or have the effect of preventing or disabling Stockholder from performing Stockholder’s 's obligations under this Agreement.