No Proxies for or Encumbrances on Shares. Except pursuant to the terms of this Agreement, Stockholder shall not, without the prior written consent of Parent, (i) grant any proxies or enter into any voting trust or other agreement or arrangement with respect to the voting of any Shares or (ii) sell, assign, transfer, encumber or otherwise dispose of, or enter into any Contract, option or other arrangement with respect to the sale, assignment, transfer, encumbrance or other disposition of, any Shares during the term of this Agreement.
Appears in 4 contracts
Sources: Director Nomination Agreement (Villere St Denis J & Co LLC), Director Nomination Agreement (Epiq Systems Inc), Support Agreement (Villere St Denis J & Co LLC)
No Proxies for or Encumbrances on Shares. Except pursuant to the terms of this Agreement, such Stockholder shall not, without the prior written consent of Parent, (i) directly or indirectly, grant any proxies or enter into any voting trust or other agreement or arrangement with respect to the voting of any Shares or (ii) sell, assign, transfer, encumber or otherwise dispose of, or enter into any Contract, option or other arrangement with respect to the sale, assignment, transfer, encumbrance or other disposition of, any Shares during the term of this AgreementShares.
Appears in 4 contracts
Sources: Stockholders Agreement (Bioveris Corp), Stockholders Agreement (Bioveris Corp), Stockholders Agreement (Roche Holding LTD)
No Proxies for or Encumbrances on Shares. Except pursuant to the terms of this Agreement, Stockholder shall not, without the prior written consent of Parent, directly or indirectly, (i) grant any proxies or enter into any voting trust or other agreement or arrangement with respect to the voting of any Shares or (ii) sell, assign, transfer, encumber or otherwise dispose of, or enter into any Contractcontract, option or other arrangement or understanding with respect to the direct or indirect sale, assignment, transfer, encumbrance or other disposition of, any Shares during the term of this Agreement.
Appears in 2 contracts
Sources: Voting Agreement (Cigna Corp), Voting Agreement (HealthSpring, Inc.)
No Proxies for or Encumbrances on Shares. Except pursuant to the terms of this Agreement, Stockholder the Stockholders shall not, without the prior written consent of Parent, (i) grant any proxies or enter into any voting trust or other agreement or arrangement with respect to the voting of any Shares or (ii) sell, assign, transfer, encumber or otherwise dispose of, or enter into any Contract, option or other arrangement with respect to the sale, assignment, transfer, encumbrance or other disposition of, any Shares during the term of this Agreement.
Appears in 2 contracts
Sources: Support Agreement (P2 Capital Partners, LLC), Support Agreement (Epiq Systems Inc)
No Proxies for or Encumbrances on Shares. Except pursuant to the terms of this Agreement, Stockholder shall not, without the prior written consent of Parent, (i) directly or indirectly, grant any proxies or enter into any voting trust or other agreement or arrangement with respect to the voting of any Shares or (ii) sell, assign, transfer, encumber or otherwise dispose of, or enter into any Contract, option or other arrangement with respect than giving the consent to approve the sale, assignment, transfer, encumbrance or other disposition of, any Shares during Merger and the term of this Merger Agreement.
Appears in 1 contract
No Proxies for or Encumbrances on Shares. Except pursuant to the terms of this Agreement, Stockholder such Shareholder shall not, without the prior written consent of Parent, (i) directly or indirectly, grant any proxies or proxies, enter into any voting trust or other agreement or arrangement with respect to the voting of any Shares or (ii) sell, assign, transfer, encumber or otherwise dispose of, or enter into any Contract, option or other arrangement restrict the ability of such Shareholder freely to exercise all voting rights with respect thereto. Any action attempted to be taken in violation of the sale, assignment, transfer, encumbrance or other disposition of, any Shares during the term of this Agreementpreceding sentence will be null and void.
Appears in 1 contract