Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the beneficial owner of its Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 8 contracts
Samples: Support Agreement (ARCA Biopharma, Inc.), Agreement and Plan of Merger (Neoleukin Therapeutics, Inc.), Company Stockholder Support Agreement (Neoleukin Therapeutics, Inc.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the CompanyParent. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the CompanyParent.
Appears in 6 contracts
Samples: Form of Parent Support Agreement (Eliem Therapeutics, Inc.), Support Agreement (ARCA Biopharma, Inc.), Parent Stockholder Support Agreement (Redmile Group, LLC)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Newport Corp), Agreement and Plan of Merger (MKS Instruments Inc), Form of Stockholder Agreement (Newport Corp)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Subject Shares and not in the Stockholder’s capacity as a director or officer of the CompanyANI. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the CompanyANI.
Appears in 4 contracts
Samples: Voting Agreement (Biosante Pharmaceuticals Inc), Voting Agreement (Biosante Pharmaceuticals Inc), Voting Agreement (Biosante Pharmaceuticals Inc)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the CompanyMerger Partner. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the CompanyMerger Partner.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (IMARA Inc.), Support Agreement (IMARA Inc.), Partner Support Agreement (Millendo Therapeutics, Inc.)
Action in Stockholder Capacity Only. The Each Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Subject Shares and not in the such Stockholder’s capacity as a director or officer of the CompanyVision-Sciences. Nothing herein shall will limit or affect the each Stockholder’s ability to act as an officer or director of the CompanyVision-Sciences.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Vision Sciences Inc /De/), Agreement and Plan of Merger (Uroplasty Inc), Voting Agreement (Uroplasty Inc)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Public Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Public Company.
Appears in 3 contracts
Samples: Support Agreement (IMARA Inc.), Agreement and Plan of Merger (IMARA Inc.), Company Support Agreement (Millendo Therapeutics, Inc.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the CompanyGem. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the CompanyGem.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Gemini Therapeutics, Inc. /DE), Form of Gem Stockholder Support Agreement (Gemini Therapeutics, Inc. /DE)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the beneficial owner of its Shares and not in the Stockholder’s capacity as a director or officer record holder and beneficial owner, as applicable, of the CompanyShares. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director rights and/or obligations under the Merger Agreement of the Company, Stockholder or the Transitory Subsidiary.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Marblehead Corp), Parent Stockholder Agreement (Risley John Carter)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 2 contracts
Samples: Company Stockholder Support Agreement (Redmile Group, LLC), Form of Company Stockholder Support Agreement (Redmile Group, LLC)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Subject Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 2 contracts
Samples: Voting Agreement (Biosante Pharmaceuticals Inc), Voting Agreement (Biosante Pharmaceuticals Inc)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and and, except as provided in Section 9, not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Southside Bancshares Inc), Stockholder Voting and Support Agreement (OmniAmerican Bancorp, Inc.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the such Stockholder’s capacity as a director or officer of the CompanyMerger Partner. Nothing herein shall limit or affect the any Stockholder’s ability to act as an officer or director of the CompanyMerger Partner.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Arsanis, Inc.), Form of Support Agreement (Arsanis, Inc.)
Action in Stockholder Capacity Only. The Each Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its his Shares and not in the such Stockholder’s capacity as a director or officer of the Company. Nothing herein shall limit or affect the a Stockholder’s ability to act as a director or officer of the Company or prevent any Stockholder, in his capacity as an officer or a director of the Company, from engaging in any activity permitted pursuant to Section 6.1 of the Merger Agreement.
Appears in 2 contracts
Samples: Company Stockholders Agreement (Risley John Carter), Agreement and Plan of Merger (First Marblehead Corp)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and Beneficial Owner, as applicable, of the beneficial owner of its Shares Parent Common Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 2 contracts
Samples: Form of Stockholder Support Agreement (Innovate Biopharmaceuticals, Inc.), Form of Stockholder Support Agreement (Innovate Biopharmaceuticals, Inc.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a Beneficial Owner, as applicable, of the beneficial owner of its Shares Parent Capital Stock and not in the Stockholder’s capacity as a director or officer of the CompanyParent. Nothing herein shall will limit or affect the StockholderSxxxxxxxxxx’s ability to act as an officer or director of the CompanyParent.
Appears in 2 contracts
Samples: Form of Parent Support Agreement (Western Acquisition Ventures Corp.), Form of Parent Support Agreement (FoxWayne Enterprises Acquisition Corp.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the Stockholder’s capacity as a director or officer of the Public Company. Nothing herein shall limit or affect the any Stockholder’s ability to act as an officer or director of the Public Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Arsanis, Inc.), Form of Support Agreement (Arsanis, Inc.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Parent Shares and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 1 contract
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and Beneficial Owner, as applicable, of the beneficial owner of its Shares Company Capital Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the StockholderSxxxxxxxxxx’s ability to act as an officer or director of the Company.
Appears in 1 contract
Samples: Form of Stockholder Support Agreement (FoxWayne Enterprises Acquisition Corp.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and/or beneficial owner, as applicable, of the beneficial owner of its Subject Shares and not in the Stockholder’s capacity (if any) as a director director, officer or officer employee of the CompanyCompany or any Company Subsidiary. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer officer, director or director employee of the CompanyCompany or any Company Subsidiary, if applicable, consistent with the terms of the Merger Agreement.
Appears in 1 contract
Action in Stockholder Capacity Only. The Each Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as the a record holder and beneficial owner owner, as applicable, of its Shares and not in the such Stockholder’s capacity as a director or officer of the Public Company. Nothing herein shall limit or affect the any Stockholder’s ability to act as an officer or director of the Public Company.
Appears in 1 contract
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a Beneficial Owner, as applicable, of the beneficial owner of its Shares Parent Capital Stock and not in the Stockholder’s capacity as a director or officer of the CompanyParent. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the CompanyParent.
Appears in 1 contract
Samples: Form of Parent Support Agreement (FoxWayne Enterprises Acquisition Corp.)
Action in Stockholder Capacity Only. The Notwithstanding anything in this Agreement to the contrary, the Stockholder is entering into this Agreement solely in the Stockholder’s capacity as the beneficial owner of its Shares and not in the Stockholder’s capacity as a director or officer of the Company, and this Agreement shall not limit or otherwise affect the actions or inactions of any Affiliate, representative or designee of the Stockholder or any of its Affiliates in his or her capacity, if applicable, as an officer or director of any other person. Nothing herein shall limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 1 contract
Samples: Support and Joinder Agreement (Eliem Therapeutics, Inc.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and Beneficial Owner, as applicable, of the beneficial owner of its Shares Company Capital Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 1 contract
Samples: Form of Stockholder Support Agreement (FoxWayne Enterprises Acquisition Corp.)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and beneficial owner, as applicable, of the beneficial owner of its Shares Parent Common Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the Stockholder’s ability to act as an officer or director of the Company.
Appears in 1 contract
Samples: Form of Stockholder Support Agreement (Aquinox Pharmaceuticals, Inc)
Action in Stockholder Capacity Only. The Stockholder is entering into this Agreement solely in the Stockholder’s capacity as a record holder and Beneficial Owner, as applicable, of the beneficial owner of its Shares Company Capital Stock and not in the Stockholder’s capacity as a director or officer of the Company. Nothing herein shall will limit or affect the StockholderXxxxxxxxxxx’s ability to act as an officer or director of the Company.
Appears in 1 contract
Samples: Form of Stockholder Support Agreement (Western Acquisition Ventures Corp.)
Action in Stockholder Capacity Only. The Each Stockholder is entering into this Agreement solely in the such Stockholder’s capacity as a record holder or Beneficial Owner, as applicable, of the beneficial owner of its Subject Shares and not in the such Stockholder’s capacity as a director or officer of the Company. Nothing herein in this Agreement shall limit obligate such Stockholder to take, or affect the Stockholder’s ability to act forbear from taking, in its capacity as an officer or a director of the Company Board or officer of the Company, any action which is inconsistent with its or his fiduciary duties under applicable law.
Appears in 1 contract
Samples: Form of Voting Agreement (Steel Partners Holdings L.P.)
Action in Stockholder Capacity Only. The No Stockholder is entering into this Agreement solely makes an agreement or understanding herein in the Stockholder’s capacity as the beneficial owner of its Shares and not in the such Stockholder’s capacity as a director director, officer or officer employee of the Company. Nothing The Stockholder is executing this Stockholders Agreement solely in such Stockholder’s capacity as a record holder and beneficial owner of the Shares, and nothing herein shall limit or affect the any actions taken in such Stockholder’s ability to act 's capacity as an officer officer, director or director employee of the Company.
Appears in 1 contract
