Irrevocable Proxy and Voting Agreement Sample Contracts

IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • December 11th, 2003 • Kforce Inc • Services-help supply services • Delaware
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IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • December 11th, 2003 • Hall Kinion & Associates Inc • Services-help supply services • Delaware

THIS IRREVOCABLE PROXY AND VOTING AGREEMENT (this “Agreement”), dated as of December 2, 2003, is entered into by and between Hall, Kinion & Associates, Inc., a Delaware corporation (the “Company”), on the one hand, and William L. Sanders (“Shareholder”) on the other hand, and, with respect to Section 8(j) only, Kforce Inc., a Florida corporation (the “Parent”).

IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • December 11th, 2003 • Kforce Inc • Services-help supply services • Delaware
IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • August 27th, 2013 • First Federal Bancshares of Arkansas Inc • Savings institution, federally chartered • Arkansas

This IRREVOCABLE PROXY AND VOTING AGREEMENT (this “Agreement”), dated as of July 1, 2013, is entered into by and among First Federal Bancshares of Arkansas, Inc., an Arkansas corporation (“Parent”), and John H. Hendrix (the “Majority Shareholder”). Capitalized terms used but not separately defined herein shall have the meanings assigned to such terms in the Merger Agreement (as defined below).

EX-2 3 dex2.htm IRREVOCABLE PROXY AND VOTING AGREEMENT Execution Copy IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • May 5th, 2020 • Delaware

IRREVOCABLE PROXY AND VOTING AGREEMENT, dated as of August 10, 2005 (this “Agreement”), among Daou Systems, Inc., a Delaware corporation (the “Company”), Proxicom, Inc., a Delaware corporation (“Parent”), PRX Acquisition Sub, Inc., a Delaware corporation (“Merger Sub”), Galen Partners III, L.P., Galen Partners International III, L.P., and Galen Employee Fund III, L.P., each a Delaware limited partnership (each a “Galen Fund” and together, the “Galen Funds”), and Vincent K. Roach in his individual capacity (“Roach” and together with the Galen Funds, the “Stockholders” and each a “Stockholder”).

IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • October 27th, 2015 • Cooperman Leon G • New York

This Irrevocable Proxy and Voting Agreement (this “Agreement”), dated October 22, 2015 (the “Effective Date”), is made by and between Glen Capital Partners, LLC, a Delaware limited partnership (“Glen Capital”), and Leon G. Cooperman, an individual (“Cooperman”).

IRREVOCABLE PROXY AND VOTING AGREEMENT WITH RESPECT TO ELECTION OF DIRECTORS For good and valuable consideration, receipt of which is hereby acknowledged, Edward I. Epstein ("Epstein") hereby appoints Stephen A. Ollendorff ("Ollendorff") the proxy of...
Irrevocable Proxy and Voting Agreement • December 20th, 1995 • Hertzog Calamari & Gleason

This Proxy is coupled with an interest and is irrevocable during the Proxy Term. At any time and from time to time during the Proxy Term, Epstein shall execute and deliver to Ollendorff, or his designees, such additional proxies or instruments as may be deemed by Ollendorff necessary or desirable to effectuate the purposes of this Proxy or further to evidence the right and powers granted hereby. This Proxy shall terminate in the event of the death of Ollendorff or in the event a conservator or guardian is appointed to administer the affairs of Ollendorff.

IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • September 8th, 2011 • Culture Medium Holdings Corp. • Gold and silver ores • Nevada

This Irrevocable Proxy and Voting Agreement (this "Agreement"), dated as of 19th day of August, 2011, is made by and between Culture Medium Holdings Corp., a Nevada corporation ("CULTURE"), and David Cohen ("Cohen").

IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • May 13th, 2004 • Callwave Inc • California

This Irrevocable Proxy and Voting Agreement (the “Agreement”) is entered into this 12th day of February, 2004, by and among the parties identified as Investors on the signature page hereto (the “Investors”) and PETER SPERLING (“Proxyholder”).

Irrevocable Proxy and Voting Agreement Bennett Restructuring Fund, L.P. ("Seller") is this date selling, free and clear of all liens, claims and voting restrictions, 213,498 shares (the "Purchased Shares") of common stock, $0.01 par value, of...
Irrevocable Proxy and Voting Agreement • May 16th, 1997 • Gustafson Edward F • Plastics products, nec

Bennett Restructuring Fund, L.P. ("Seller") is this date selling, free and clear of all liens, claims and voting restrictions, 213,498 shares (the "Purchased Shares") of common stock, $0.01 par value, of Envirodyne Industries, Inc. (the "Company") to Volk Enterprises, Inc. (the "Purchaser"). Seller will own beneficially an additional 360,015 shares of the Company following the sale to the Purchaser and certain others on or before May 16, 1997 (the "Unpurchased Shares").

Irrevocable Proxy and Voting Agreement
Irrevocable Proxy and Voting Agreement • June 4th, 2014 • EnerJex Resources, Inc. • Crude petroleum & natural gas • Delaware

This Irrevocable Proxy and Voting Agreement (this "Agreement") is made and entered into, effective as of May 12, 2014 (the "Effective Date"), by and between West Coast Opportunity Fund, LLC, a Delaware limited liability company ("WCOF"), and Montecito Venture Partners, LLC, a Delaware limited liability company ("MVP"), with reference to the following facts:

IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • March 25th, 2005 • HyperSpace Communications, Inc. • Services-prepackaged software • Colorado

THIS IRREVOCABLE PROXY AND VOTING AGREEMENT ("Voting Agreement") is entered into as of March 20, 2005, by and among: GTG PC Holdings, LLC, a Delaware limited liability company (the "Company"); GTG-Micron Holding Company, LLC, a Delaware limited liability company and the sole member of the Company ("Holdings"); and each of John P. Yeros, Mark J. Endry, Mark A. Pougnet, David E. Girard, James M. Gumina, Kent Swanson and BlueStreak 4, LLC (each, a "Stockholder" and, collectively, the "Stockholders").

IRREVOCABLE PROXY AND VOTING AGREEMENT by and between ANTHONY PISCITELLI (“Stockholder”) and WEST COAST OPPORTUNITY FUND, LLC CENTAUR VALUE FUND, LP UNITED CENTAUR MASTER FUND (“Holders”) MAY 22, 2009
Irrevocable Proxy and Voting Agreement • May 26th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware

THIS IRREVOCABLE PROXY AND VOTING AGREEMENT (the “Agreement”) is made and entered into, dated for reference purposes as of May 22, 2009 (the “Effective Date”), by and among ANTHONY PISCITELLI (“Stockholder”); and WEST COAST OPPORTUNITY FUND, LLC, CENTAUR VALUE FUND, LP, and UNITED CENTAUR MASTER FUND (each, an “Investor” and collectively the “Investors”). Unless otherwise specified herein, capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Settlement Agreement (as defined below).

FORM OF IRREVOCABLE PROXY AND VOTING AGREEMENT IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • March 11th, 1999 • Sodak Gaming Inc • Wholesale-professional & commercial equipment & supplies
FORM OF PARENT IRREVOCABLE PROXY AND VOTING AGREEMENT
Irrevocable Proxy and Voting Agreement • June 10th, 2003 • Edwards J D & Co • Services-prepackaged software • Delaware

THIS IRREVOCABLE PROXY AND VOTING AGREEMENT (this “Agreement”), dated as of June 1, 2003, is entered into by and between J.D. Edwards & Company, a Delaware corporation (the “Company”), on the one hand, and (“Stockholder”) on the other hand, and, with respect to Section 7(j) only, PeopleSoft, Inc., a Delaware corporation (“Parent”).

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