Voting Rights Agreement Sample Clauses

Voting Rights Agreement. Unless otherwise agreed in writing by the Attorney, each Principal hereby agrees that, at any meetings or in any other circumstances upon which a vote or other actions of the holders of the Voting Rights is sought, each Principal shall, at all times, during the Term of this Agreement, vote in accordance with the Attorney’s prior written instruction. Each Principal shall seek instructions from the Attorney at least [·] business days before exercising the Voting Rights..
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Voting Rights Agreement. The Voting Rights Agreement shall have been executed and delivered by all parties thereto in substantially the form attached to this Agreement as Exhibit C and shall be in full force and effect.
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Voting Rights Agreement. The Stockholders acknowledge and agree that, upon the closing of the Offering, pursuant to Section 2.1(a) of the Echo Global Logistics, Inc. Voting Agreement (the “Voting Agreement”), effective as of June 7, 2006 by and among the Company, the Common Holders (as defined therein) and the Investors (as defined therein), the Voting Agreement shall be terminated and be of no further force and effect. The Stockholders waive all rights that they may have pursuant to the Voting Agreement from and after the date hereof.
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Voting Rights Agreement. This Agreement constitutes a valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general equitable principles.
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Voting Rights Agreement. The Company and certain stockholders of the Company shall have executed and delivered the Second Amended and Restated Voting Agreement in substantially the form as Exhibit C attached hereto.
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Voting Rights Agreement. The Shares, or the common stock issuable upon conversion of the Shares, shall be entitled to the rights and obligations set forth in the Voting Rights Agreement dated as of May 7, 2004 (the “Voting Agreement”) in accordance with the terms of the Voting Agreement between the Company and its investor(s). By acceptance of the Warrant to which this Exhibit D is attached, Holder shall be deemed to be a party to the Voting Agreement. The Company agrees that no amendments will be made to the Voting Agreement, which would have an adverse impact on Holder’s registration rights thereunder, disproportionate to other holders of the Shares party thereto, without the consent of Holder.
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Voting Rights Agreement. The Stockholders acknowledge and agree that, upon the closing of the Initial Public Offering, pursuant to Section 2.1(a) of the InnerWorkings, Inc. Voting Agreement (the “Voting Agreement”), effective as of January 3, 2006 by and among the Company, the Common Holders (as defined therein) and the Investors (as defined therein), the Voting Agreement shall be terminated and be of no further force and effect. The Stockholders waive all rights that they may have pursuant to the Voting Agreement from and after the date hereof.
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Voting Rights Agreement. The Shares shall be entitled to the rights and obligations set forth in the Fourth Amended and Restated Voting Rights Agreement dated as of October 26, 2009 (the “Voting Agreement”) in accordance with the terms of such Voting Agreement between the Company and its investor(s), as it may be amended from time to time. By acceptance of the Warrant to which this Exhibit D is attached, Holder shall be deemed to be a party to the Voting Agreement.
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Related to Voting Rights Agreement

  • Investor Rights Agreement The Investor Rights Agreement substantially in the form attached hereto as Exhibit B shall have been executed and delivered by the parties thereto.

  • Warrant Agreement and Registration and Stockholder Rights Agreement The Company shall have entered into the Warrant Agreement, in the form of Exhibit A hereto, and the Registration and Stockholder Rights Agreement, in the form of Exhibit B hereto, in each case on terms satisfactory to the Purchaser.

  • Registration Rights Agreement and Escrow Agreement The parties have entered into the Registration Rights Agreement and the Escrow Agreement, each dated the date hereof.

  • Voting Agreement Stockholder hereby agrees with Parent that, at any meeting of Company's stockholders, however called, and any adjournment or postponement thereof, or in connection with any written consent of Company's stockholders, Stockholder shall vote any Shares with respect to which Stockholder has voting power (i) in favor of approval of the Merger and the Merger Agreement and any actions recommended by the Board of Directors of Company that are required in furtherance of the transactions contemplated thereby; provided that Stockholder shall not be required to vote for any action that would decrease the number of shares of Parent Common Stock to be received by the stockholders of Company in respect of their shares of Company capital stock in the Merger; (ii) against any proposal to authorize any action or agreement that would result in a breach in any respect of any representation, warranty, covenant, agreement or obligation of Company under the Merger Agreement or that would prevent the consummation of the Merger; (iii) against: (A) any proposal by Company to enter into or consent to any Third Party Acquisition (as defined below); (B) any change in the individuals who, as of the date hereof, constitute the Board of Directors of Company (except as contemplated by the Merger Agreement); (C) any extraordinary corporate transaction, such as a merger, consolidation or other business combination involving Company and any Third Party (as defined below), other than the Merger; (D) a sale, lease, transfer or disposition of all or substantially all of the assets of Company's business outside the ordinary course of business, or of any assets that are material to its business whether or not in the ordinary course of business, or a reorganization, recapitalization, dissolution or liquidation of Company; (E) any amendment of Company's Certificate of Incorporation or bylaws, except as contemplated by the Merger Agreement; and (F) any other action that is intended, or could reasonably be expected, to impede, interfere with, delay, postpone or adversely affect the Merger or any of the other transactions contemplated by the Merger Agreement, or any of the transactions contemplated by this Agreement; and (iv) in favor of any proposal to grant Company's management discretionary authority to adjourn any meeting of Company's stockholders for the purpose of soliciting additional proxies in the event that, at any meeting held for the purpose of considering the Merger Agreement, the number of shares of Company Common Stock present or represented and voting in favor of the Merger is insufficient to approve the Merger.

  • Warrant Agreement and Registration Rights Agreement The Company shall have entered into the Warrant Agreement and the Registration Rights Agreement, each on terms satisfactory to the Purchaser.

  • Warrant Agreement and Registration and Shareholder Rights Agreement The Company shall have entered into the Warrant Agreement, in the form of Exhibit A hereto, and the Registration and Shareholder Rights Agreement, in the form of Exhibit B hereto, in each case on terms satisfactory to the Purchaser.

  • Rights Agreement The Company has entered into a rights agreement with respect to the Rights included the Units and the Placement Units with CST substantially in the form filed as an exhibit to the Registration Statement (“Rights Agreement”).

  • Purchase and Registration Rights Agreements This Agreement has been duly authorized, executed and delivered by the Company and each of the Guarantors; and the Registration Rights Agreement has been duly authorized by the Company and each of the Guarantors and on the Closing Date will be duly executed and delivered by the Company and each of the Guarantors and, when duly executed and delivered in accordance with its terms by each of the parties thereto, will constitute a valid and legally binding agreement of the Company and each of the Guarantors enforceable against the Company and each of the Guarantors in accordance with its terms, subject to the Enforceability Exceptions, and except that rights to indemnity and contribution thereunder may be limited by applicable law and public policy.

  • Rights Agreements The Company has not adopted any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company.

  • Registration Rights Agreement The Company and the Initial Shareholders have entered into a registration rights agreement (the “Registration Rights Agreement”) substantially in the form annexed as an exhibit to the Registration Statement, whereby the parties will be entitled to certain registration rights with respect to their securities, as set forth in such Registration Rights Agreement and described more fully in the Registration Statement.

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