Common use of No Inconsistent Arrangements Clause in Contracts

No Inconsistent Arrangements. Each of the Stockholders hereby covenants and agrees that, except as contemplated by this Agreement and the Merger Agreement, it shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of such Stockholder's Shares, Options or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Options or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Options, (iv) deposit such Shares or Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or Options, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c)

No Inconsistent Arrangements. Each of the Stockholders The Stockholder hereby covenants and agrees that, except as contemplated by this Agreement and the Merger Agreement, it shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of such Stockholder's Shares, Company Options or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Company Options or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Company Options, (iv) deposit such Shares or Company Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or Compa- ny Options, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders The Stockholder hereby covenants and agrees that, except as contemplated by this Agreement and the Merger Agreement, it he shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of such Stockholder's Company Shares, Company Options or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Company Shares, Company Options or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Company Shares or Company Options, (iv) deposit such Company Shares or Company Options into a voting trust or enter into a voting agreement or arrangement with respect to such Company Shares or Company Options, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its his obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders hereby covenants and agrees that, except Except as contemplated by this Agreement and the Merger Agreement, it the Stockholder shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of such Stockholder's Shares, Options the Owned Shares or any interest therein, or create or permit to exist any Encumbrance (as defined in Section 2.3 hereof) on such Owned Shares, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Options the Owned Shares or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Optionsthe Owned Shares, (iv) deposit such the Owned Shares or Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or Optionsthe Owned Shares, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders hereby covenants and agrees that, except Except as contemplated by this Agreement and the Merger Agreement, it the Stockholder shall not during the Term (i) transfer (which term shall include, without limitation, any sale, assignment, gift, pledge pledge, hypothecation or other disposition), or consent to any transfer of, any or all of such the Stockholder's Shares, Options ’s Shares or any interest therein, or create or permit to exist any lien or other encumbrance on such Shares, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Options Shares or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or OptionsShares, (iv) deposit such Shares or Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or OptionsShares, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders Stockholder hereby covenants and agrees that, except as contemplated by this Agreement and the Merger Agreement, it shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of such Stockholder's Shares, Company Options or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Sharesshares, Company Options or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Company Options, (iv) deposit such Shares or Company Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or Company Options, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders hereby covenants and agrees that, except Except as contemplated by this Agreement and the Merger Agreement, it the Stockholder shall not during the Term (i) transfer (which term shall include, without limitation, any sale, assignment, gift, pledge pledge, hypothecation or other disposition), or consent to any transfer of, any or all of such the Stockholder's Shares, Options Shares or any interest therein, or create or permit to exist any lien or other encumbrance on such Shares, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Options Shares or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or OptionsShares, (iv) deposit such Shares or Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or OptionsShares, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders hereby covenants and agrees that, except Except as contemplated by this Agreement and the Merger Agreement, it each Stockholder shall not during the Term (i) transfer (which term shall include, without limitation, any sale, assignment, gift, pledge pledge, hypothecation or other disposition), or consent to any transfer of, any or all of such Stockholder's Shares, Options ’s Shares or any interest therein, or create or permit to exist any lien or other encumbrance on such Shares, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Options Shares or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or OptionsShares, (iv) deposit such Shares or Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or OptionsShares, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders Shareholder hereby covenants and agrees that, except as contemplated by this Agreement and the Merger Agreement, it shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of such StockholderShareholder's Shares, Company Options or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Sharesshares, Company Options or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Company Options, (iv) deposit such Shares or Company Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or Company Options, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders hereby covenants and agrees that, except as contemplated by this Agreement and the Merger Agreement, it shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of such Stockholder's Shares, Options or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Options or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Options, (iv) deposit such Shares or Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or Options, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders Stockholder hereby covenants and agrees that, except as contemplated by this Agreement and the Merger Agreement, it shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge (other than a pledge which does not impair such Stockholder's ability to perform under this Agreement) or other disposition), or consent to any transfer of, any or all of such Stockholder's Shares, Options the Securities or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Options the Securities or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Optionsthe Securities, (iv) deposit such Shares or Options the Securities into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or Options, the Securities or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c)hereby.

No Inconsistent Arrangements. Each of the Stockholders Shareholder hereby covenants and agrees that, except as contemplated by this Agreement and the Merger Agreement, it shall not (i) transfer (which term shall include, without limitation, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of such Stockholder's Shareholder’s Shares, Company Options or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Sharesshares, Company Options or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Company Options, (iv) deposit such Shares or Company Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or Company Options, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders Stockholder hereby covenants and agrees ---------------------------- that, except as contemplated by this Agreement and the Merger Agreement, it Stockholder shall not (i) transfer sell, transfer, pledge, assign or otherwise dispose of (which term shall includeincluding by gift) (collectively, without limitation, any sale, gift, pledge or other disposition"TRANSFER"), or consent to or permit any transfer Transfer of, any or all of such Stockholder's Shares, Options the Subject Shares or any interest therein, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer Transfer of any or all of such Shares, Options the Subject Shares or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or Optionsthe Subject Shares, (iv) deposit such any Subject Shares or Options into a voting trust or enter into a voting agreement or arrangement with respect to such the Subject Shares or Options, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its Stockholder's obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).

No Inconsistent Arrangements. Each of the Stockholders hereby covenants and agrees that, except Except as contemplated by this Agreement and the Merger Agreement, it each Stockholder shall not during the Term (i) transfer (which term shall include, without limitation, any sale, assignment, gift, pledge pledge, hypothecation or other disposition), or consent to any transfer of, any or all of such Stockholder's Shares, Options Shares or any interest therein, or create or permit to exist any lien or other encumbrance on such Shares, (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of such Shares, Options Shares or any interest therein, (iii) grant any proxy, power-of-attorney or other authorization in or with respect to such Shares or OptionsShares, (iv) deposit such Shares or Options into a voting trust or enter into a voting agreement or arrangement with respect to such Shares or OptionsShares, or (v) take any other action that would in any way restrict, limit or interfere with the performance of its obligations hereunder or the transactions contemplated hereby or by the Merger Agreement. (c).