Common use of Nature of Irrevocable Proxy Clause in Contracts

Nature of Irrevocable Proxy. The proxy and power of attorney granted pursuant to Section 2.2 by each of the Stockholders shall be irrevocable during the Voting Period, shall be deemed to be coupled with an interest sufficient in law to support an irrevocable proxy and shall revoke any and all prior proxies granted by such Stockholder, and such Stockholder acknowledges that the proxy constitutes an inducement for Parent and Merger Sub to enter into the Merger Agreement. The power of attorney granted by each of the Stockholders is a durable power of attorney and shall survive the bankruptcy, death or incapacity of such Stockholder. The proxy and power of attorney granted hereunder shall terminate automatically at the expiration of the Voting Period.

Appears in 5 contracts

Samples: Management Voting Agreement (Zimmerman Harry L), Galen Voting Agreement (Zimmerman Harry L), Galen Voting Agreement (Galen Partners Iii L P)

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Nature of Irrevocable Proxy. The proxy and power of attorney granted pursuant to Section 2.2 by each of the Stockholders Stockholder shall be irrevocable during the Voting Period, shall be deemed to be coupled with an interest sufficient in law to support an irrevocable proxy and shall revoke any and all prior proxies granted by such the Stockholder, and such the Stockholder acknowledges that the proxy constitutes an inducement for Parent and Merger Sub to enter into the Merger Agreement. The power of attorney granted by each of the Stockholders Stockholder is a durable power of attorney and shall survive the bankruptcy, death or incapacity of such the Stockholder. The proxy and power of attorney granted hereunder shall terminate automatically at only upon the expiration of the Voting Period.

Appears in 2 contracts

Samples: Voting Agreement (Grey Global Group Inc), Voting Agreement (WPP Group PLC)

Nature of Irrevocable Proxy. The proxy and power of attorney granted pursuant to Section 2.2 by each of the Stockholders Shareholder shall be irrevocable during the Voting Period, shall be deemed to be coupled with an interest sufficient in law to support an irrevocable proxy and shall revoke any and all prior proxies granted by such Stockholderthe Shareholder, and such Stockholder the Shareholder acknowledges that the proxy constitutes an inducement for Parent and Merger Sub to enter into the Merger Agreement. The power of attorney granted by each of the Stockholders Shareholder is a durable power of attorney and shall survive the bankruptcy, death or incapacity of such Stockholderthe Shareholder. The proxy and power of attorney granted hereunder shall terminate automatically at the expiration of the Voting Period.

Appears in 2 contracts

Samples: Voting Agreement (Ridgestone Corp), Agreement and Plan of Merger (Iomed Inc)

Nature of Irrevocable Proxy. The proxy and power of attorney granted pursuant to Section 2.2 by each of the Stockholders Stockholder shall be irrevocable during the Voting Period, shall be deemed to be coupled with an interest sufficient in law Law to support an irrevocable proxy and shall revoke any and all prior proxies granted by such Stockholder with regard to Stockholder, ’s Owned Shares and such Stockholder acknowledges that the proxy constitutes an inducement for Parent and Merger Sub the other parties thereto to enter into the Merger Agreement. The power of attorney granted by each of the Stockholders Stockholder is a durable power of attorney and shall survive the bankruptcy, dissolution, death or incapacity of such Stockholder. The proxy and power of attorney granted hereunder shall terminate automatically at only upon the expiration of the Voting Period.

Appears in 1 contract

Samples: Form of Voting Agreement (Crescent Capital BDC, Inc.)

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Nature of Irrevocable Proxy. The proxy and power of attorney granted pursuant to Section 2.2 by each of the Stockholders Stockholder shall be irrevocable during the Voting Period, shall be deemed to be coupled with an interest sufficient in law to support an irrevocable proxy and shall revoke any and all prior proxies granted by such Stockholder, and such Stockholder acknowledges that the proxy constitutes an inducement for Parent and Merger Sub to enter into the Merger Agreement. The power of attorney granted by each of the Stockholders Stockholder is a durable power of attorney and shall survive the bankruptcy, death or incapacity of such Stockholder. The proxy and power of attorney granted hereunder shall terminate automatically at the expiration of the Voting Period.

Appears in 1 contract

Samples: Stockholders Agreement (Reebok International LTD)

Nature of Irrevocable Proxy. The proxy and power of attorney granted pursuant to Section 2.2 by each of the Stockholders Stockholder shall be irrevocable during the Voting Period, shall be deemed to be coupled with an interest sufficient in law to support an irrevocable proxy and shall revoke any and all prior proxies granted by such the Stockholder, and such the Stockholder acknowledges that the proxy constitutes an inducement for Parent and Merger Sub to enter into the Merger Agreement. The power of attorney granted by each of the Stockholders Stockholder is a durable power of attorney and shall survive the bankruptcy, death or incapacity of such the Stockholder. The proxy and power of attorney granted hereunder shall terminate automatically at the expiration of the Voting Period.

Appears in 1 contract

Samples: Voting Agreement (Brands Holdings LTD)

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