EX-10.5 FORM OF VOTING AND SUPPORT AGREEMENT VOTING AND SUPPORT AGREEMENT, dated as of August 13, 2007, (this "AGREEMENT"), by and among AG Delta Holdings, LLC, a Delaware limited liability company ("PURCHASER"), Pabrai Investment Fund 3, Ltd., a...Voting and Support Agreement • August 16th, 2007 • Delta Financial Corp • Loan brokers • Delaware
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • September 24th, 2018 • Barrick Gold Corp • Gold and silver ores • Ontario
WHEREAS the Shareholder is the legal and/or beneficial owner of common shares (the “Common Shares”) in the capital of Barrick Gold Corporation (the “Corporation”), as described more particularly on Schedule A hereto (together with any additional Common Shares acquired by the Shareholder at any time from the date hereof to and including the record date for the special meeting of shareholders of the Corporation, the “Subject Shares”);
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 3rd, 2022 • British Columbia
WHEREAS the Securityholder is the registered and/or beneficial owner of that number of issued and outstanding common shares (the “Shares”) in the capital of CAVU Energy Metals Corp. (the “Company”), a corporation existing under the laws of the Province of British Columbia, set forth on the Securityholder’s signature page attached to this Agreement.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • August 23rd, 2023 • Earthstone Energy Inc • Crude petroleum & natural gas • Delaware
This VOTING AND SUPPORT AGREEMENT, dated as of August 21, 2023 (the “Agreement”), by and among Permian Resources Corporation, a Delaware corporation (“Parent”), the undersigned stockholders of Parent (the “Holders” and each individually, a “Holder”), and Earthstone Energy, Inc., a Delaware corporation (the “Company”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • April 8th, 2003 • Bruker Axs Inc • X-ray apparatus & tubes & related irradiation apparatus • Delaware
VOTING AND SUPPORT AGREEMENT, dated as of April 4, 2003 (this "Agreement"), by and between BRUKER DALTONICS INC., a Delaware corporation ("Parent"), and ISOLDE LAUKIEN ("Stockholder").
SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH [REDACTED]. VOTING AND...Voting and Support Agreement • February 16th, 2023 • Hut 8 Mining Corp. • Finance services • British Columbia
NOW THEREFORE, in consideration of the mutual covenants in this Agreement and for other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged) the parties hereto agree as follows:
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 13th, 2020 • Spieth Newco, Inc. • Delaware
THIS VOTING AND SUPPORT AGREEMENT, dated as of December 18, 2019, (the “Agreement”), by and among Superior Energy Services, Inc., a Delaware corporation (“NAM Parent”), New NAM, Inc., a Delaware corporation (“NAM”), Forbes Energy Services Ltd., a Delaware corporation (the “Company”), and the undersigned signatory set forth on the signature page hereto under the heading “Holder” (the “Holder”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • April 1st, 2024 • AdTheorent Holding Company, Inc. • Services-computer programming, data processing, etc. • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of April 1, 2024 by and among Cadent, LLC, a Delaware limited liability company (“Parent”), Award Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and the undersigned stockholder (such stockholder, and any permitted transferee pursuant to Section 2 below, the “Stockholder”) of AdTheorent Holding Company, Inc., a Delaware corporation (the “Company”).
TAHOE VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • March 8th, 2016 • Tahoe Resources Inc. • Gold and silver ores • British Columbia
WHEREAS the Shareholder is the registered and/or beneficial owner of that number of issued and outstanding common shares (the “Shares”) in the capital of Tahoe, set forth on the Shareholder’s signature page attached to this Agreement;
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • March 19th, 2012 • Zisapel Zohar • Services-prepackaged software
VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of March 14, 2012, by and between Avaya Inc., a Delaware corporation (“Parent”), and the undersigned Shareholder (the “Shareholder”) of Radvision Ltd., a corporation incorporated under the laws of the State of Israel (the “Company”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • April 18th, 2018 • KKR Credit Advisors (US) LLC • Oil & gas field services, nec • Delaware
THIS VOTING AND SUPPORT AGREEMENT (“Agreement”) is entered into as of March 27, 2018, by and between PRIMORIS SERVICES CORPORATION, a Delaware corporation (“Parent”), and KKR LENDING PARTNERS FUNDING LLC (“Stockholder”).
FORM OF VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • March 9th, 2020 • Intl Fcstone Inc. • Security & commodity brokers, dealers, exchanges & services • Delaware
VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of February 26, 2020, by and between INTL FCStone Inc., a Delaware corporation (“Parent”), and the entity whose name appears in the signature block to this Agreement (the “Stockholder”).
FORM OF VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 30th, 2024 • Nordson Corp • General industrial machinery & equipment, nec • Delaware
This VOTING AND SUPPORT AGREEMENT (as the same may be amended from time to time in accordance with its terms, this “Agreement”), dated as of May 28, 2024, by and among the Persons listed on Schedule A (each a “Stockholder” and collectively, the “Stockholders”) in each such person’s capacity as a stockholder of Atrion Corporation, a Delaware corporation (the “Company”), and Nordson Corporation, an Ohio corporation (“Parent”). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement (as defined below).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • November 2nd, 2022 • Fairfax Financial Holdings LTD/ Can • Fire, marine & casualty insurance • Delaware
THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 31, 2022, by and between Poseidon Acquisition Corp., a Marshall Islands corporation (“Parent”), and David L. Sokol (“Shareholder”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 26th, 2023 • Stratasys Ltd. • Computer peripheral equipment, nec • Delaware
This Voting and Support Agreement, dated as of May 25, 2023 (this “Agreement”), is by and between Stratasys Ltd., an Israeli company (“Sun”), and the undersigned stockholder (the “Stockholder”) of Desktop Metal, Inc., a Delaware corporation (the “Ironman”). Capitalized terms used herein but not defined shall have the meanings specified in the Merger Agreement (as defined below).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 14th, 2018 • Wmih Corp. • Finance services • Delaware
VOTING AND SUPPORT AGREEMENT, dated as of February 12, 2018 (this “Agreement”), between WMIH Corp., a Delaware corporation (“Parent”), and FIF HE Holdings LLC, a Delaware limited liability company (the “Stockholder”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 9th, 2015 • Northern Dynasty Minerals LTD • Gold and silver ores • British Columbia
Northern Dynasty Minerals Ltd. (“Northern Dynasty”) and Cannon Point have entered into an agreement (the “Arrangement Agreement”) dated August 31, 2015, pursuant to which Northern Dynasty will acquire all of the issued and outstanding securities of Cannon Point (the “Arrangement”). Capitalized terms used herein but which are not defined herein shall have the meanings set forth in the Arrangement Agreement.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • November 27th, 2018 • Tahoe Resources Inc. • Gold and silver ores • British Columbia
WHEREAS the Shareholder is the registered holder, direct or indirect beneficial owner of, or exercises control or direction over the issued and outstanding common shares in the capital of Pan American Silver Corp. (“Pan American”) and the issued and outstanding Convertible Securities (as defined herein) set forth in Schedule A hereto;
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • July 22nd, 2019 • Peak Resorts Inc • Hotels & motels • Missouri
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of July 20, 2019 by and among Vail Holdings, Inc., a Colorado corporation (“Parent”), and the Timothy D. Boyd Revocable Trust U/A 8/27/1996 (the “Company Shareholder”), a shareholder of Peak Resorts, Inc., a Missouri corporation (the “Company”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 8th, 2016 • Apollo Education Group Inc • Services-educational services • Arizona
This VOTING AND SUPPORT AGREEMENT, dated as of February 7, 2016 (this “Agreement”), by and among AP VIII Queso Holdings, L.P., a Delaware limited partnership (“Parent”), Socrates Merger Sub, Inc., an Arizona corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Apollo Education Group, Inc., an Arizona corporation (the “Company”) and Apollo Class B Voting Stock Trust No. 1 (the “Shareholder”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • August 14th, 2024 • Greenbrook TMS Inc. • Services-misc health & allied services, nec • Ontario
WHEREAS, in connection with an arrangement agreement between Neuronetics and Greenbrook TMS Inc. (“Greenbrook”) dated the date hereof (as it may be amended, modified or supplemented from time to time in accordance with its terms, the “Arrangement Agreement”) Neuronetics proposes to acquire all of the issued and outstanding common shares (the “Shares”) of Greenbrook in exchange for the Consideration subject to the terms and conditions set forth in the Arrangement Agreement;
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • September 8th, 2014 • Deere & Co • Farm machinery & equipment • Delaware
VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of August 29, 2014, is by and among AMUNDSEN HOLDINGS, LLC, a Delaware limited liability company (“Parent”), AMUNDSEN MERGER SUB CORP., a Minnesota corporation and a wholly-owned direct subsidiary of Parent (“Merger Sub”), and the Person set forth on Schedule I attached hereto (“Shareholder”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 11th, 2022 • Nomad Royalty Co Ltd. • Gold and silver ores
WHEREAS the Securityholder is the registered and/or beneficial owner of that number of issued and outstanding common shares (the “Shares”) in the capital of Nomad Royalty Company Ltd. (the “Company”), a corporation existing under the federal laws of Canada, set forth on the Securityholder’s signature page attached to this Agreement.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • November 27th, 2018 • Tahoe Resources Inc. • Gold and silver ores • British Columbia
WHEREAS the Shareholder is the registered holder, direct or indirect beneficial owner of, or exercises control or direction over the issued and outstanding common shares in the capital of Pan American Silver Corp. (“Pan American”) and the issued and outstanding Convertible Securities (as defined herein) set forth in Schedule A hereto;
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • April 27th, 2016 • Vista Equity Partners Fund VI, L.P. • Services-prepackaged software • Delaware
VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of April 17, 2016, is by and among Papay Holdco, LLC, a Delaware limited liability company (“Parent”), Papay Merger Sub, Inc., a Delaware corporation and a wholly-owned direct subsidiary of Parent (“Merger Sub”), and the Persons set forth on Schedule I attached hereto (each, a “Shareholder”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 20th, 2014 • Targa Resources Partners LP • Natural gas transmission • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Partners LP, a Delaware limited partnership (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • July 9th, 2019 • Hydrogenics Corp • Industrial inorganic chemicals • Ontario
NOW THEREFORE, in consideration of the mutual covenants in this Agreement and for other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged) the parties hereto agree as follows:
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • August 12th, 2024 • Augmedix, Inc. • Services-business services, nec • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of July 19, 2024, is by and among Commure, Inc., a Delaware corporation (“Parent”), Anderson Merger Sub, Inc., a Delaware corporation and a wholly-owned direct subsidiary of Parent (“Merger Sub”), and the undersigned stockholder (the “Stockholder”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 17th, 2024 • Independence Energy Aggregator L.P. • Crude petroleum & natural gas • Delaware
THIS VOTING AND SUPPORT AGREEMENT (the “Agreement”), is dated as of May 15, 2024, by and between Independence Energy Aggregator L.P. (the “Holder”), as a stockholder of Crescent Energy Company, a Delaware corporation (“Parent”), and SilverBow Resources, Inc., a Delaware corporation (the “Company”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 19th, 2022 • Advaxis, Inc. • Pharmaceutical preparations • Delaware
THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 18, 2022, by and among Advaxis, Inc., a Delaware corporation (“Parent”); and Israel Biotech Fund I, L.P., a Cayman Islands Exempted Limited Partnership (“Stockholder”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 2nd, 2024 • Ontario
WHEREAS the Securityholder is the registered and/or beneficial owner of that number of issued and outstanding common shares (the “Shares”) in the capital of Atha Energy Corp. (the “Purchaser”), a corporation existing under the laws of the Province of British Columbia, set forth on the Securityholder’s signature page attached to this Agreement;
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • November 18th, 2016 • Tesoro Corp /New/ • Petroleum refining • Delaware
VOTING AND SUPPORT AGREEMENT, dated as of November 16, 2016 (this “Agreement”), by and among Western Refining, Inc., a Delaware corporation (the “Company”), Tesoro Corporation, a Delaware Corporation (“Parent”), Tahoe Merger Sub 1, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub 1”), Tahoe Merger Sub 2, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub 2”, and together with Merger Sub 1, “Merger Sub”) and Jeff A. Stevens (the “Stockholder”). Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Merger Agreement (as defined below).
Form of Directors and officers VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • April 23rd, 2021 • Gamesys Group PLC • Hotels & motels • Delaware
This Voting and Support Agreement (this “Agreement”) is made and entered into as of April 13, 2021, by and among Gamesys Group plc, a company incorporated in England and Wales (“Gamesys”), Bally's Corporation, a Delaware corporation (“Bally's”), and each of the stockholders of Bally's listed in the Schedule hereto (each, a “Stockholder” and together, the “Stockholders”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • December 13th, 2007 • Graco Inc • Pumps & pumping equipment • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of December 3, 2007, by and between GRACO INC., a corporation incorporated under the laws of the State of Minnesota (“Parent”), and the undersigned stockholder (the “Stockholder”) of COHESANT TECHNOLOGIES INC., a corporation incorporated under the laws of the State of Delaware (the “Company”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • January 17th, 2008 • Employers Holdings, Inc. • Fire, marine & casualty insurance • Delaware
This VOTING AND SUPPORT AGREEMENT (this "Agreement") is entered into as of January 10, 2008, by and among Employers Holdings, Inc., a Nevada corporation ("Parent"), and Welsh, Carson, Anderson & Stowe VII, L.P. ("Shareholder"). Parent and Shareholder are sometimes referred to herein as a "Party" and collectively as the "Parties".
