Standstill and Voting Agreement definition

Standstill and Voting Agreement means the Standstill and Voting Agreement, substantially in the form attached hereto as Exhibit D.
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Standstill and Voting Agreement means that certain Standstill and Voting Agreement, by and between the Company and Holder, of even date herewith, pursuant to which Holder has granted to the Company a right of first refusal (i) to acquire shares of Common Stock that the Holder has acquired pursuant to the Stock Purchase Agreement, and (ii) to acquire additional shares of Common Stock that the Holder may acquire in the future, in accordance with the terms and conditions contained in the Standstill and Voting Agreement.
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Standstill and Voting Agreement has the meaning specified in Section ------------------------------- 9.02(e).
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Examples of Standstill and Voting Agreement in a sentence

  • This Agreement, the Merger Agreement and the Liberty Standstill and Voting Agreement constitute the entire agreements, and supersede all other prior agreements and understandings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof and thereof.

  • All of the Liberty DIRECTV Shares are owned free and clear of all Liens, other than those Liens incurred in connection with the Greenlady Debt, the Liberty Standstill and Voting Agreement, encumbrances created by this Agreement, the Merger Agreement, the Liberty Revolving Credit Facility, the DIRECTV Credit Facility (including the pledge agreement and any other related agreements entered into in connection therewith) and any restrictions on transfer under applicable federal and state securities laws.

  • Additional Persons may be added as parties to this Agreement, and will be deemed to have agreed to the provisions hereof, upon execution and delivery to the Company of a copy of this Standstill and Voting Agreement executed by such Persons and by delivery to the Company supplemental forms of Exhibit A, containing as to such Persons the information required by Exhibit A (namely, name, address for notice, and number of Shares owned) for attachment to this Agreement.

  • Any certificate representing Company common stock issued to a Restricted Party after the date of this Agreement and during the Standstill Period shall be stamped or otherwise imprinted with a legend in substantially the following form: “The shares represented by this certificate are subject to the provisions contained in the Standstill and Voting Agreement, dated as of October 9, 2020, by and among the stockholders of Zoom Telephonics, Inc.

  • Each of the Shareholders (or ------------------------------- the Shareholder Representative on behalf of the Shareholders) shall have executed and delivered to the Purchaser, on behalf of the Shareholders, the Standstill and Voting Agreement.

  • As of the Effective ------------------------------- Time, each of the Shareholders (or the Shareholders' Representative on behalf of the Shareholders) shall execute and deliver to the Purchaser the Standstill and Voting Agreement.

  • We’re committed to using this system andwill provide assistance to anyone who books in advance.

  • Xxxxxx Title: Authorized Signatory [Signature Page to Standstill and Voting Agreement] GSO XXXXXXXXXX CREDIT ALPHA FUND (CAYMAN) L.P.

  • At the Closing, (i) the Parties will mutually execute and deliver the Registration Rights Agreement in substantially the form of Exhibit A hereto and the Standstill and Voting Agreement in substantially the form of Exhibit B hereto and (ii) the Buyer will deliver to the Seller the consideration specified in Section 2(b) above in the manner described below.

  • Xxxxxx Title: Authorized Signatory [Signature Page to Standstill and Voting Agreement] GSO AIGUILLE DES GRANDS MONTETS FUND II LP By: GSO Capital Partners LP, as attorney-in-fact By: /s/ Xxxxxx X.


More Definitions of Standstill and Voting Agreement

Standstill and Voting Agreement means the Standstill and Voting Agreement, to be entered into at the Closing, between the Company and the Purchasers, substantially in the form attached to this Agreement as Exhibit D.
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Standstill and Voting Agreement means that certain Standstill and Voting Agreement, dated as of March 14, 2001, between Borrower and the "Shareholders" (as defined therein) who are signatories thereto, as amended from time to time.
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Standstill and Voting Agreement means the stockholders agreement substantially in the form of Exhibit 1.01B.
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Standstill and Voting Agreement means the Standstill and Voting Agreement, to be entered into at the Closing, between the Company and the Purchasers, substantially in the form attached to this Agreement as Exhibit D .
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Related to Standstill and Voting Agreement

  • Standstill Agreement shall have the meaning set forth in Section 6.03.

  • Voting Agreement has the meaning set forth in the Recitals.

  • Voting Agreements has the meaning set forth in the Recitals.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Reaffirmation Agreement means the Reaffirmation Agreement dated as of the Closing Date by the Borrower and the Guarantors to the Administrative Agent for the benefit of the Secured Parties.

  • Lockup Agreement means a Lockup Agreement in the form of Exhibit C hereto.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • Noncompetition Agreement shall have the meaning set forth in Section 5.9 of this Agreement.

  • Non-Competition Agreement has the meaning set forth in Section 2.1 of this Agreement.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Shareholders Agreement has the meaning set forth in the recitals.

  • Reservation Agreement means a written contract entered into between MBOH and the taxpayer to provide for a Reservation and setting forth the terms and conditions under which the taxpayer may obtain a Carryover Commitment or Final Allocation.

  • Continuing Disclosure Agreement means the Continuing Disclosure Agreement, as it may be modified from the form on file with the Clerk of Council and signed by the Mayor and the Fiscal Officer in accordance with Section 6, which shall constitute the continuing disclosure agreement made by the City for the benefit of holders and beneficial owners of the Bonds in accordance with the Rule.

  • Conversion Agreement shall have the meaning set forth in the Recitals.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Investor Agreement means the Investor and Registration Rights Agreement, dated as of August 10, 2021, by and among the Company, the Peridot Class B Holders and the Li-Cycle Holders.

  • Designation Agreement means a designation agreement entered into by a Lender (other than a Designated Bidder) and a Designated Bidder, and accepted by the Agent, in substantially the form of Exhibit D hereto.

  • Confidentiality Agreement has the meaning set forth in Section 6.3.

  • Support Agreement has the meaning set forth in the Recitals.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Consent Agreement means this Consent Agreement, duly signed and concluded between the Commission and the Respondent, as contemplated in section 40(1) of the Act.

  • Existing Confidentiality Agreement has the meaning set forth in Section 4.01.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Non-Competition Agreements has the meaning set out in Section 7.1.1.7;

  • Subordination Agreement means any subordination agreement in form and substance satisfactory to Administrative Agent entered into from time to time with respect to Subordinated Debt.