RECITALSVoting and Standstill Agreement • November 23rd, 2005 • Commerce Energy Group Inc • Electric services • California
EX-99.2 6 a2221303zex-99_2.htm EX-99.2 QuickLinks -- Click here to rapidly navigate through this document EXECUTION VERSION VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • May 5th, 2020 • Maryland
This Voting and Standstill Agreement (this "Agreement") is made and entered into as of August 30, 2014, by and among Cole Corporate Income Trust, Inc., a Maryland corporation that has elected to be treated as a real estate investment trust for U.S. federal income tax purposes ("Target"), the undersigned shareholder ("Shareholder") of Select Income REIT, a Maryland real estate investment trust (the "Acquirer"), and solely for the purposes of Section 9 of this Agreement, American Realty Capital Properties, Inc., a Maryland corporation and parent of the sponsor of Target ("Target Sponsor").
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • November 19th, 2008 • NMS Communications Corp • Telephone & telegraph apparatus • Delaware
This VOTING AND STANDSTILL AGREEMENT (the “Agreement”), dated as of November 18, 2008, is by and among NMS Communications Corporation, a Delaware corporation (“NMS”), and the individuals and entities listed on Schedule A hereto (each a “Stockholder” and collectively the “Stockholders”).
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • October 25th, 2016 • Middleburg Financial Corp • National commercial banks
This VOTING AND STANDSTILL AGREEMENT (this “Agreement”) is made and entered into as of October 21, 2016, by and among ACCESS NATIONAL CORPORATION, a Virginia corporation (“Access”), MIDDLEBURG FINANCIAL CORPORATION, a Virginia corporation (“Middleburg”), the David L. Sokol Revocable Trust (the “Trust”), and the undersigned individual shareholder of Middleburg (collectively with the Trust, the “Shareholder”). Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Reorganization, dated as of the date hereof, including the related Plan of Merger (the “Merger Agreement”), between Access and Middleburg.
EX-99.1 4 dex991.htm FORM OF VOTING AND STANDSTILL AGREEMENT VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • May 5th, 2020 • Delaware
This Voting and Standstill Agreement (this “Agreement”) is made and entered into as of June 15, 2010, by and among The Hain Celestial Group, Inc., a Delaware corporation (the “Company”), Clearlake Capital Partners II (ECI), LLC (“Clearlake”) and the undersigned stockholder (“Stockholder”) of the Company. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the Purchase Agreement (as defined below).
EX-10.2 3 a16-18840_1ex10d2.htm EX-10.2 VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • May 5th, 2020 • New York
This Voting and Standstill Agreement (this “Agreement”) is dated as of September 21, 2016, by and between T2 Biosystems, Inc., a Delaware corporation (the “Company”), Canon U.S.A., Inc., a New York corporation (the “Investor”).
AMENDMENT TO VOTING AND STANDSTILL AGREEMENT dated as of May 13, 2024 among LIONS GATE ENTERTAINMENT CORP., LIONSGATE STUDIOS CORP., LIBERTY GLOBAL VENTURES LIMITED, DISCOVERY LIGHTNING INVESTMENTS LTD., MHR FUND MANAGEMENT, LLC, LIBERTY GLOBAL LTD.,...Voting and Standstill Agreement • May 15th, 2024 • Lions Gate Entertainment Corp /Cn/ • Services-motion picture & video tape production
This AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this “Amendment”) dated as of May 13, 2024 among MHR Fund Management, LLC, a Delaware limited liability company (“Mammoth”), the affiliated funds of Mammoth party hereto (the “Mammoth Funds”), Liberty Global Ventures Limited (f/k/a Liberty Global Incorporated Limited), a limited company organized under the laws of England and Wales (“Leopard”), Discovery Lightning Investments Ltd., a limited company organized under the laws of England and Wales (“Dragon”), Lions Gate Entertainment Corp., a corporation organized under the laws of British Columbia, Canada (subject to Section 1.02(b) thereto, “LGEC”), Lionsgate Studios Corp., a corporation organized under the laws of British Columbia, Canada (“Pubco”), Liberty Global Ltd. (f/k/a Liberty Global plc), a Bermuda exempted company limited by shares (“Leopard Parent”), and Warner Bros. Discovery, Inc. (f/k/a Discovery Communications, Inc.), a Delaware corporation (“Dragon Parent” and, together
EX-10.1 3 a16-5646_1ex10d1.htm EX-10.1 Execution Version VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • May 5th, 2020 • New York
This Voting and Standstill Agreement (this “Agreement”) is made and entered into as of February 25, 2016, between Arbor Realty Trust, Inc., a Maryland corporation, (the “Buyer”), Arbor Commercial Mortgage, LLC, a New York limited liability company (“ACM” and together with Arbor Commercial Funding, LLC, a New York limited liability company, the “Seller”) and the other Persons whose names appear on the signature pages hereto (each such Person, together with ACM, a “Stockholder” and, collectively, the “Stockholders”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Asset Purchase Agreement (as defined below).
ContractVoting and Standstill Agreement • May 5th, 2020 • Delaware
EX-4.03 4 s-1exhibit403.htm EXHIBIT 4.03 Exhibit 4.03 VOTING AND STANDSTILL AGREEMENT This Voting and Standstill Agreement (this “Agreement”) dated March 28, 2017, is by and between Intel Corporation (“Intel”) and Cloudera, Inc. (the “Company”). This Agreement shall be contingent upon and effective on the date on which the Company consummates its IPO (as defined below). WHEREAS, the Company and Intel previously entered into that certain Right of First Notice and Standstill Agreement on March 24, 2014 (the “Prior Standstill Agreement”); WHEREAS, the Company, Intel and certain other parties previously entered into that certain Amended and Restated Voting Agreement on March 24, 2014 (the “Prior Voting Agreement”), aspects of Section 4 of which survive the IPO when the remainder of such agreement terminates; and WHEREAS, the Company and Intel desire to amend and restate the Prior Standstill Agreement and the surviving portions of the Prior Voting Agreement with this Agreement. NOW, THEREFO
VOTING AND STANDSTILL AGREEMENT dated as of November 10, 2015 among LIONS GATE ENTERTAINMENT CORP., LIBERTY GLOBAL INCORPORATED LIMITED, DISCOVERY LIGHTNING INVESTMENTS LTD., JOHN C. MALONE, MHR FUND MANAGEMENT, LLC, LIBERTY GLOBAL PLC, DISCOVERY...Voting and Standstill Agreement • March 8th, 2024 • Screaming Eagle Acquisition Corp. • Blank checks • New York
VOTING AND STANDSTILL AGREEMENT (this “Agreement”) dated as of November 10, 2015 among MHR Fund Management, LLC, a Delaware limited liability company (“Mammoth”), the affiliated funds of Mammoth party hereto (the “Mammoth Funds”), Liberty Global Incorporated Limited, a limited company organized under the laws of England and Wales (“Leopard”), Discovery Lightning Investments Ltd., a limited company organized under the laws of England and Wales (“Dragon”), John C. Malone (“M”), Lions Gate Entertainment Corp., a corporation organized under the laws of British Columbia, Canada (subject to Section 1.02(b), the “Company”), Liberty Global plc, a public limited company organized under the laws of England and Wales (“Leopard Parent”), and Discovery Communications, Inc., a Delaware corporation (“Dragon Parent” and, together with Mammoth, Leopard Parent and M, the “Investors” and each, an “Investor”).
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • August 8th, 2017 • Biotechnology Value Fund L P • Investment advice • New York
This VOTING AND STANDSTILL AGREEMENT (this “Agreement”), dated as of July 26, 2017, is entered into between BioLineRx Ltd. (“BioLineRx” or the “Company”) and Biotechnology Value Fund, together with any affiliates, control persons, nominees or others under common control (“BVF”).
AMENDED AND RESTATED VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • February 4th, 2011 • Igate Corp • Services-computer programming services • Pennsylvania
THIS AMENDED AND RESTATED VOTING AND STANDSTILL AGREEMENT (this “Agreement”) is made and entered into as of February 1, 2011 by and among iGate Corporation, a Pennsylvania corporation, for purposes of Article V only, (the “Company”), Viscaria Limited, a private company limited by shares formed under the Laws of Cyprus (the “Investor”) and each of Mr. Sunil Wadhwani, Wadhwani Partners No. 1 LP, Wadhwani Partners No. 2 LP, Sunil and Nita Wadhwani Family Foundation, Mr. Ashok Trivedi and The Trivedi Family Qualified Subchapter S Trust (collectively, the “Shareholders”, and each a “Shareholder”), and hereby amends and replaces in its entirety that certain Voting and Standstill Agreement, dated as of January 10, 2011, by and among the Company, the Investor and the Shareholders.
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • November 2nd, 2017 • Marathon Patent Group, Inc. • Patent owners & lessors • New York
This Voting AND STANDSTILL Agreement (the “Agreement”) is made and entered into as of this 1st day of November, 2017, by and between Marathon Patent Group, Inc. a Nevada corporation (the “Company”), and Doug Croxall (the “Shareholder”).
ACKNOWLEDGMENT AND WAIVER OF CERTAIN PROVISIONS OF THE VOTING AND STANDSTILL AGREEMENT.Voting and Standstill Agreement • June 24th, 2010 • United American Healthcare Corp • Insurance agents, brokers & service
Reference is also made to that certain Securities Purchase Agreement by and among certain members of Pulse Systems, LLC, a Delaware limited liability company (“Pulse”) and UAHC pursuant to which UAHC is acquiring all of the common units of Pulse (the “Acquisition”).
SIXTH AMENDMENT TO VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • October 28th, 2014 • United American Healthcare Corp • Surgical & medical instruments & apparatus
This SIXTH AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this “Sixth Amendment”) is made and entered into on October 27, 2014, by and among United American Healthcare Corporation, a Nevada corporation (“UAHC”), St. George Investments, LLC, an Illinois limited liability company (“St. George”), and The Dove Foundation, an Illinois trust (“Dove”). UAHC, St. George, and Dove are referred to herein individually as a “Party” and collectively as the “Parties.”
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • October 3rd, 2017 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • Delaware
This Voting and Standstill Agreement (this “Agreement”), dated as of October 2, 2017, is by and between EnteroMedics Inc., a Delaware corporation (“Parent”), and (“Stockholder”).
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • January 11th, 2013 • United American Healthcare Corp • Surgical & medical instruments & apparatus
This FOURTH AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this "Fourth Amendment") is made and entered into on January 10, 2013, by and among United American Healthcare Corporation, a Michigan corporation ("UAHC"), St. George Investments, LLC, an Illinois limited liability company ("St. George"), and The Dove Foundation, an Illinois trust ("Dove"). UAHC, St. George, and Dove are referred to herein individually as a "Party" and collectively as the "Parties."
FIFTH AMENDMENT TO VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • October 15th, 2013 • United American Healthcare Corp • Surgical & medical instruments & apparatus
This FIFTH AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this “Fifth Amendment”) is made and entered into on October 9, 2013, by and among United American Healthcare Corporation, a Michigan corporation (“UAHC”), St. George Investments, LLC, an Illinois limited liability company (“St. George”), and The Dove Foundation, an Illinois trust (“Dove”). UAHC, St. George, and Dove are referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDMENT NO. 1 TO VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • June 14th, 2010 • Patriot Coal CORP • Bituminous coal & lignite mining • Delaware
AMENDMENT NO. 1 TO VOTING AND STANDSTILL AGREEMENT, dated as of June 14, 2010 (this “Amendment”), among Patriot Coal Corporation, a Delaware corporation (“Parent”), the stockholders whose names appear on the signature page of this Amendment (each, an “Amending Stockholder” and collectively, the “Amending Stockholders”), and ArcLight Energy Partners Fund I, L.P. and ArcLight Energy Partners Fund II, L.P., acting jointly, as stockholder representative (the “Stockholder Representative”).
VOTING AND STANDSTILL AGREEMENT by and among Comtech Telecommunications Corp., and the Stockholders named herein dated as of May 8, 2010Voting and Standstill Agreement • May 11th, 2010 • Comtech Telecommunications Corp /De/ • Radio & tv broadcasting & communications equipment • Delaware
This Voting and Standstill Agreement (this “Agreement”) is entered into as of May 8, 2010, by and among Comtech Telecommunications Corp., a Delaware corporation (“Parent”) and the undersigned stockholders (each a “Stockholder” and collectively, the “Stockholders”) of CPI International, Inc. (the “Company”). Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Merger (the “Merger Agreement”), dated as of May 8 2010, by and among Parent, Angels Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and the Company.
THIRD AMENDMENT TO VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • May 21st, 2012 • United American Healthcare Corp • Surgical & medical instruments & apparatus
This THIRD AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this “Third Amendment”) is made and entered into on May 15, 2012, by and among United American Healthcare Corporation, a Michigan corporation (“UAHC”), St. George Investments, LLC, an Illinois limited liability company (“St. George”), and The Dove Foundation, an Illinois trust (“Dove”). UAHC, St. George, and Dove are referred to herein individually as a “Party” and collectively as the “Parties.”
ARTICLE IVoting and Standstill Agreement • May 12th, 1999 • Phoenix Home Life Mutual Insurance Co • Insurance agents, brokers & service • Virginia
AMENDMENT TO VOTING AND STANDSTILL AGREEMENT dated as of June 30, 2016 among LIONS GATE ENTERTAINMENT CORP., LIBERTY GLOBAL INCORPORATED LIMITED, DISCOVERY LIGHTNING INVESTMENTS LTD., JOHN C. MALONE, MHR FUND MANAGEMENT, LLC, LIBERTY GLOBAL PLC,...Voting and Standstill Agreement • June 30th, 2016 • Liberty Global PLC • Cable & other pay television services
This AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this “Amendment”) dated as of June 30, 2016 among MHR Fund Management, LLC, a Delaware limited liability company (“Mammoth”), the affiliated funds of Mammoth party hereto (the “Mammoth Funds”), Liberty Global Incorporated Limited, a limited company organized under the laws of England and Wales (“Leopard”), Discovery Lightning Investments Ltd., a limited company organized under the laws of England and Wales (“Dragon”), John C. Malone (“M”), Lions Gate Entertainment Corp., a corporation organized under the laws of British Columbia, Canada (subject to Section 1.02(b) thereto, the “Company”), Liberty Global plc, a public limited company organized under the laws of England and Wales (“Leopard Parent”), and Discovery Communications, Inc., a Delaware corporation (“Dragon Parent” and, together with Mammoth, Leopard Parent and M, the “Investors” and each, an “Investor”) (collectively the “Parties”).
AMENDMENT TO VOTING AND STANDSTILL AGREEMENT dated as of June 30, 2016 among LIONS GATE ENTERTAINMENT CORP., LIBERTY GLOBAL INCORPORATED LIMITED, DISCOVERY LIGHTNING INVESTMENTS LTD., JOHN C. MALONE, MHR FUND MANAGEMENT, LLC, LIBERTY GLOBAL PLC,...Voting and Standstill Agreement • July 1st, 2016 • Discovery Communications, Inc. • Cable & other pay television services
This AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this “Amendment”) dated as of June 30, 2016 among MHR Fund Management, LLC, a Delaware limited liability company (“Mammoth”), the affiliated funds of Mammoth party hereto (the “Mammoth Funds”), Liberty Global Incorporated Limited, a limited company organized under the laws of England and Wales (“Leopard”), Discovery Lightning Investments Ltd., a limited company organized under the laws of England and Wales (“Dragon”), John C. Malone (“M”), Lions Gate Entertainment Corp., a corporation organized under the laws of British Columbia, Canada (subject to Section 1.02(b) thereto, the “Company”), Liberty Global plc, a public limited company organized under the laws of England and Wales (“Leopard Parent”), and Discovery Communications, Inc., a Delaware corporation (“Dragon Parent” and, together with Mammoth, Leopard Parent and M, the “Investors” and each, an “Investor”) (collectively the “Parties”).
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • March 21st, 2022 • Spok Holdings, Inc • Radiotelephone communications • Delaware
This Voting and Standstill Agreement (“Agreement”) is entered into as of March 20, 2022, by and between Spōk Holdings, Inc., a Delaware corporation (the “Company”), Braeside Investments, LLC, a Delaware limited liability company, Braeside Capital, L.P., a Texas limited partnership, and Braeside Capital II, L.P., a Texas limited partnership (collectively, the “Braeside Parties”) (each of the Company and the Braeside Parties, a “Party” to this Agreement, and collectively, the “Parties”).
AMENDED AND RESTATED VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • April 7th, 2017 • Five Point Holdings, LLC • Real estate
This AMENDED AND RESTATED VOTING AND STANDSTILL AGREEMENT (this “Agreement”), is made and entered into as of May 2, 2016, by and among Newhall Holding Company, LLC, a Delaware limited liability company to be renamed “Five Point Holdings, LLC” (the “Company”), Five Point Holdings, Inc., a Delaware corporation (“FPH”), and the persons named on Exhibit A hereto (each an “Investor” and collectively, the “Investors”). Each of the Company, FPH and the Investors is referred to herein as a “Party” and, collectively, as the “Parties.” Capitalized terms used and not defined herein shall have their respective meanings set forth in the Contribution and Sale Agreement (as defined below).
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • May 12th, 2017 • Hooper Holmes Inc • Services-misc health & allied services, nec • New York
THIS VOTING AND STANDSTILL AGREEMENT (this “Agreement”), dated as of May 11, 2017 (the “Effective Date”), is by and among Hooper Holmes, Inc., a New York corporation (the “Parent”), and Century Focused Fund III, LP, a Delaware limited partnership (the “Seller”).
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • May 28th, 2015 • iSatori, Inc. • Dairy products • Delaware
This VOTING AND STANDSTILL AGREEMENT is entered into as of May 18, 2015 (this “Agreement”) by and among FITLIFE BRANDS, INC., a Nevada corporation (“Parent”), Stephen Adele Enterprises, Inc., a Colorado corporation (“Adele”), Stephen Adele, an individual (“Stephen”), RENN Universal Growth Investment Trust PLC, a Welsh company (“RENN Universal”), RENN Global Entrepreneurs Fund Inc., a Texas corporation (“RENN Global” and, together with RENN Universal, the “RENN Stockholders”) and Russell Cleveland, an individual (“Russell”). Adele and each of the RENN Stockholders are also referred to herein, individually, as a “Stockholder”, and, collectively, as the “Stockholders”). Capitalized terms used herein and not defined shall have the meanings given to them in the Merger Agreement (as defined below).
Exhibit 10.15.3 AMENDMENT TO VOTING AND STANDSTILL AGREEMENT THIS AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (the "Amendment") is made to be effective as of the 1st day of January, 2006, by and among CBL & Associates Properties, Inc., a Delaware...Voting and Standstill Agreement • March 15th, 2006 • CBL & Associates Properties Inc • Real estate investment trusts
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • December 23rd, 2008 • Huntsman CORP • Chemicals & allied products • Delaware
AMENDMENT TO VOTING AND STANDSTILL AGREEMENT dated as of June 30, 2016 among LIONS GATE ENTERTAINMENT CORP., LIBERTY GLOBAL INCORPORATED LIMITED, DISCOVERY LIGHTNING INVESTMENTS LTD., JOHN C. MALONE, MHR FUND MANAGEMENT, LLC, LIBERTY GLOBAL PLC,...Voting and Standstill Agreement • July 1st, 2016 • Lions Gate Entertainment Corp /Cn/ • Services-motion picture & video tape production
This AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this “Amendment”) dated as of June 30, 2016 among MHR Fund Management, LLC, a Delaware limited liability company (“Mammoth”), the affiliated funds of Mammoth party hereto (the “Mammoth Funds”), Liberty Global Incorporated Limited, a limited company organized under the laws of England and Wales (“Leopard”), Discovery Lightning Investments Ltd., a limited company organized under the laws of England and Wales (“Dragon”), John C. Malone (“M”), Lions Gate Entertainment Corp., a corporation organized under the laws of British Columbia, Canada (subject to Section 1.02(b) thereto, the “Company”), Liberty Global plc, a public limited company organized under the laws of England and Wales (“Leopard Parent”), and Discovery Communications, Inc., a Delaware corporation (“Dragon Parent” and, together with Mammoth, Leopard Parent and M, the “Investors” and each, an “Investor”) (collectively the “Parties”).
AGREEMENT TO JOIN THE VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • June 24th, 2010 • United American Healthcare Corp • Insurance agents, brokers & service
The Dove Foundation (the “Trust”) hereby acknowledges and agrees to join and be bound by all of the terms and conditions, benefits, and restrictions, other than Article VIII (which relates to the Preferred Call), of the Voting and Standstill Agreement dated March 19, 2010, between United American Healthcare Corporation (the “Company”) and St. George Investments, LLC, as amended by the Amendment to Voting and Standstill Agreement dated June 7, 2010, with respect to all shares of the Company’s common stock that the Trust shall now or hereafter own.
SECOND AMENDMENT TO VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • November 9th, 2011 • United American Healthcare Corp • Surgical & medical instruments & apparatus
This SECOND AMENDMENT TO VOTING AND STANDSTILL AGREEMENT (this “Second Amendment”) is made and entered into on November 3, 2011, by and among United American Healthcare Corporation, a Michigan corporation (“UAHC”), St. George Investments, LLC, an Illinois limited liability company (“St. George”), and The Dove Foundation, an Illinois trust (“Dove”). UAHC, St. George, and Dove are referred to herein individually as a “Party” and collectively as the “Parties.”
HUNTSMAN CORPORATION VOTING AND STANDSTILL AGREEMENT Dated December 23, 2008Voting and Standstill Agreement • December 29th, 2008 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • Delaware
This Voting and Standstill Agreement, dated as of December 23, 2008 (this “Agreement”), among on the one hand Huntsman Corporation, a Delaware corporation (“Huntsman”); and on the other hand Apollo Investment Fund VI, L.P., a Delaware limited partnership; Apollo Overseas Partners VI, L.P., a Cayman Island exempted limited partnership; Apollo Overseas Partners (Delaware) VI, L.P., a Delaware limited partnership; Apollo Overseas Partners (Delaware 892) VI, L.P., a Delaware limited partnership; Apollo Overseas Partners (Germany) VI, L.P., a Cayman Islands exempted limited partnership; and AAA Guarantor—Co-Invest VI, L.P., a Guernsey limited partnership (collectively, the “Apollo Purchasers”), and Apollo Investment Fund IV, L.P., a Delaware limited partnership; Apollo Overseas Partners IV, L.P., a Cayman Islands exempted limited partnership; Apollo Investment Fund V, L.P., a Delaware limited partnership; Apollo Overseas Partners V, L.P., a Cayman Islands exempted limited partnership; Apoll
VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • June 29th, 2015 • Juno Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Voting and Standstill Agreement (this “Agreement”) is dated as of June 29, 2015, by and between Juno Therapeutics, Inc., a Delaware corporation (the “Company”), Celgene RIVOT Ltd. (“Celgene RIVOT”) and Celgene Corporation (“Celgene Corporation”, and together with Celgene RIVOT, the “Investors”).
