Common use of Irrevocable Proxy; Power of Attorney Clause in Contracts

Irrevocable Proxy; Power of Attorney. Without limiting the generality of the foregoing, each of the Stockholders hereby irrevocably constitutes and appoints Grifols or its designees as its attorney and proxy in accordance with the DGCL, with full power of substitution and re-substitution, to vote such Stockholder's Owned Shares at any Stockholders' Meeting solely with respect to the matters referred to in Section 1.1 hereof. This proxy and power of attorney is irrevocable and coupled with an interest. Each Stockholder hereby revokes all other proxies and power of attorney with respect to its Owned Shares that it may have heretofore appointed or granted, and no subsequent proxy or power of attorney shall be granted (and if granted, shall not be effective) by any Stockholder with respect thereto, other than for the sole purpose of voting Owned Shares as contemplated hereby. Each Stockholder hereby further agrees to execute the proxy in the form attached hereto as Exhibit A (the "Proxy").

Appears in 4 contracts

Samples: Primary Voting Agreement (Seracare Inc), Secondary Voting Agreement (Grupo Grifols Sa), Secondary Voting Agreement (Seracare Inc)

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