Common use of Stockholder Action Clause in Contracts

Stockholder Action. Each Stockholder agrees that, in such Stockholder's capacity as a stockholder of the Company, such Stockholder shall, pursuant to Section 2.5 hereof, vote, or grant proxies relating to the Common Stock at the time held by such Stockholder to vote, all of such Stockholder's Common Stock in favor of any sale or exchange of securities of the Company or any merger, consolidation or other business combination or any similar transaction pursuant to Section 2.5 hereof if, and to the extent that, approval of the Company's stockholders is required in order to effect such transaction. ARTICLE III

Appears in 6 contracts

Samples: Merger Agreement (Universal Hospital Services Inc), Merger Agreement (Universal Hospital Services Inc), Merger Agreement (Universal Hospital Services Inc)

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Stockholder Action. Each Stockholder agrees that, in such Stockholder's its capacity as a stockholder of the Company, such Stockholder shall, pursuant to Section 2.5 hereof, will vote, or grant proxies relating to the Common Stock at the time held by such Stockholder Shares to vote, all of such Stockholder's its Shares of Common Stock in favor of any merger, consolidation, sale or exchange transfer of securities of the Company or any merger, consolidation or other business combination Shares or any similar transaction pursuant to Section 2.5 2.4 hereof if, and to the extent that, approval of the Company's stockholders is required in order to effect such transaction. ARTICLE III.

Appears in 2 contracts

Samples: Stockholders' Agreement (Safelite Glass Corp), Stockholders' Agreement (Syratech Corp)

Stockholder Action. Each Stockholder agrees that, in such Stockholder's capacity as a stockholder of the Company, such Stockholder shall, subject to delivery of the Sale Request pursuant to Section 2.5 2.3 hereof, vote, or grant proxies relating to the Common Stock at the time held by such Stockholder to vote, all of such Stockholder's Common Stock in favor of any sale or exchange of securities of the Company or any merger, consolidation or other business combination or any similar transaction pursuant to Section 2.5 2.3 hereof (other than a transaction with an Affiliate) if, and to the extent that, approval of the Company's stockholders is required in order to effect such transaction. ARTICLE III.

Appears in 2 contracts

Samples: Stockholders Agreement (Desa Holdings Corp), Stockholders Agreement (Desa Holdings Corp)

Stockholder Action. Each Stockholder agrees that, in such Stockholder's capacity as a stockholder of the Company, such Stockholder shall, pursuant to Section 2.5 hereof, vote, or grant proxies relating to the Common Stock at the time held by such Stockholder to vote, all of such Stockholder's Common Stock in favor of any sale or exchange of securities of the Company or any merger, consolidation or other business combination or any similar transaction pursuant to Section 2.5 hereof if, and to the extent that, approval of the Company's stockholders is required in order to effect such transaction. ARTICLE III.

Appears in 1 contract

Samples: Merger Agreement (Jw Childs Equity Partners L P)

Stockholder Action. Each Stockholder agrees that, in such Stockholder's capacity as a stockholder of the Company, such Stockholder shall, pursuant to Section 2.5 hereof, will vote, or grant proxies relating to the Common Stock at the time held by such Stockholder shares to vote, all of such Stockholder's shares of Common Stock in favor of any sale or exchange of securities of the Company or any merger, consolidation or other business combination or any similar transaction pursuant to Section 2.5 2.2 hereof (other than a transaction with an Affiliate) if, and to the extent that, approval of the Company's stockholders is required in order to effect such transaction. ARTICLE III."

Appears in 1 contract

Samples: Registration Rights and Stockholders' Agreements (Finlay Fine Jewelry Corp)

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Stockholder Action. Each Stockholder agrees that, in such Stockholder's capacity as a stockholder of the Company, such Stockholder shall, pursuant to Section 2.5 hereof, will vote, or grant proxies relating to the Common Stock at the time held by such Stockholder shares to vote, all of such Stockholder's shares of Common Stock in favor of any sale or exchange of securities of the Company or any merger, consolidation or other business combination or any similar transaction pursuant to Section 2.5 2.2 hereof (other than a transaction with an Affiliate) if, and to the extent that, approval of the Company's stockholders is required in order to effect such transaction. ARTICLE III.

Appears in 1 contract

Samples: Stockholders' Agreement (Lee Thomas H)

Stockholder Action. Each Stockholder agrees that, in such Stockholder's his or ------------------ its capacity as a stockholder of the Company, such Stockholder shall, pursuant to Section 2.5 hereof, will vote, or grant proxies relating to the Common Stock at the time held by such Stockholder Shares to vote, all of such Stockholder's Common Stock his or its Shares in favor of any merger, consolidation, sale or exchange transfer of securities of the Company or any merger, consolidation or other business combination Shares or any similar transaction pursuant to Section 2.5 2.4 hereof if, and to the extent that, approval of the Company's stockholders is required in order to effect such transaction. ARTICLE III, subject to any fiduciary obligations he or it may have to the other Stockholders.

Appears in 1 contract

Samples: Stockholders' Agreement (Experian Corp)

Stockholder Action. Each Stockholder agrees that, in such ------------------ Stockholder's capacity as a stockholder of the Company, such Stockholder shall, pursuant to Section 2.5 hereof, vote, or grant proxies relating to the Common Stock at the time held by such Stockholder to vote, all of such Stockholder's Common Stock in favor of any sale or exchange of securities of the Company or any merger, consolidation or other business combination or any similar transaction pursuant to Section 2.5 hereof if, and to the extent that, approval of the Company's stockholders is required in order to effect such transaction. ARTICLE III.

Appears in 1 contract

Samples: Merger Agreement (Universal Hospital Services Inc)

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