Common use of No Inconsistent Actions Clause in Contracts

No Inconsistent Actions. Except as contemplated by this Agreement and the Merger Agreement, the Stockholder shall not, during the term of this Agreement (a) transfer (which term shall include, without limitation, any sale, assignment, gift, pledge, hypothecation or other disposition), or consent to any transfer of, any or all of the Owned Shares owned by him or any interest therein, or create or permit to exist any Lien on the Owned Shares owned by him, (b) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Owned Shares owned by him or any interest therein, (c) grant any proxy, power-of- attorney or other authorization in or with respect to the Owned Shares owned by him, (d) deposit the Owned Shares owned by him into a voting trust or enter into a voting agreement or arrangement with respect to the Owned Shares owned by him, (e) take any other action that would in any way restrict, limit or interfere with the performance of his obligations hereunder or the transactions contemplated hereby or by the Merger Agreement or (f) object to, or otherwise commence or support any proceeding or material action to oppose, the Offer or take any action that is materially inconsistent with the covenants of the Stockholder included herein or would unreasonably delay the consummation of the Offer.

Appears in 4 contracts

Samples: Exchange Agreement (K2 Inc), Exchange Agreement (K2 Inc), Exchange Agreement (K2 Inc)

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No Inconsistent Actions. Except as contemplated by this Agreement and the Merger Agreement, the Stockholder shall not, during the term of this Agreement (a) transfer (which term shall include, without limitation, any sale, assignment, gift, pledge, hypothecation or other disposition), or consent to any transfer of, any or all of the Owned Shares owned by him it or any interest therein, or create or permit to exist any Lien on the Owned Shares owned by himit, (b) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Owned Shares owned by him it or any interest therein, (c) grant any proxy, power-of- attorney or other authorization in or with respect to the Owned Shares owned by himit, (d) deposit the Owned Shares owned by him it into a voting trust or enter into a voting agreement or arrangement with respect to the Owned Shares owned by himit, (e) take any other action that would in any way restrict, limit or interfere with the performance of his its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement or (f) object to, or otherwise commence or support any proceeding or material action to oppose, the Offer or take any action that is materially inconsistent with the covenants of the Stockholder included herein or would unreasonably delay the consummation of the Offer.

Appears in 3 contracts

Samples: Exchange Agreement (K2 Inc), Exchange Agreement (K2 Inc), Exchange Agreement (Brass Eagle Inc)

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