No Ownership Interests. Nothing contained in this Agreement shall be deemed to vest in Parent any direct or indirect ownership or incidence of ownership of or with respect to any Subject Securities. All rights, ownership and economic benefits of and relating to the Subject Securities shall remain vested in and belong to the applicable Stockholder (other than as set forth in this Agreement.) Nothing in this Agreement shall be interpreted as creating or forming a “group” with any other Person, including Parent, for the purposes of Rule 13d-5(b)(1) of the Exchange Act or for any other similar provision of applicable Law.
No Ownership Interests. Nothing contained in this Agreement shall be deemed to vest in RMT Partner, Remainco or Spinco any direct or indirect ownership or incidence of ownership of or with respect to any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the Stockholder. Nothing in this Agreement shall be interpreted as creating or forming a “group” with any other Person, including RMT Partner, Remainco and Spinco, for the purposes of Rule 13d-5(b)(1) of the Exchange Act or for any other similar provision of applicable Law.
No Ownership Interests. Notwithstanding anything to the contrary set forth in the Agreement or this Amendment, GKF shall retain all ownership rights and title to the Perfexion and the Icon, and Medical Center shall have no ownership interest therein.
No Ownership Interests. You will not, by reason of holding this option, have any right to vote or to receive dividends or other distributions, or have any other rights of a stockholder, with respect to the shares of Common Stock covered by this option.
No Ownership Interests. Except as provided in this Agreement, nothing contained in this Agreement shall be deemed to vest in the Company, 10X, or any holder of a proxy or power of attorney granted hereunder, any direct or indirect ownership or incidence of ownership of or with respect to any Voting Shares. Except as provided in this Agreement, all rights, ownership and economic benefits relating to the Voting Shares shall remain vested in and belong to the Voting Parties. Nothing in this Agreement shall be interpreted as creating or forming a “group” with any other Person for purposes of Rule 13d-5(b)(1) of the Exchange Act or any other similar provision of applicable law.
No Ownership Interests. After giving effect to the Exchange as set forth herein, it will not own any other debt or equity securities of IPTGL, any interest or right in any of the foregoing, or any right or interest in any assets or property of IPTGL and does not now hold, and has never been promised, any right, warrant or option to acquire any such shares of capital stock or other debt or equity securities of IPTGL and neither IPTGL nor any other agent or representative of IPTGL has made any promise or entered into any contract with the Sellers, whether written or oral, providing for any of the foregoing.
No Ownership Interests. Except as expressly set forth in this Agreement, including the irrevocable proxy granted herein, the voting agreement and the transfer and other restrictions set forth herein:
No Ownership Interests. Nothing contained in this Agreement shall be deemed to vest in Parent any direct or indirect ownership or incidence of ownership of or with respect to any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the applicable Stockholder and Parent shall have no authority to manage, direct, superintend, restrict, regulate, govern or administer any of the policies or operations of the Company or exercise any power or authority to direct any Stockholder in the voting of any of the Subject Shares, except as expressly provided herein. Nothing in this Agreement shall be interpreted as creating or forming a “group” with any other Person, including Parent, for the purposes of Rule 13d-5(b)(1) of the Exchange Act or for any other similar provision of applicable Law.
No Ownership Interests. To the fullest extent permitted by applicable law, nothing contained in this Agreement shall be deemed to vest in any Person any direct or indirect ownership or incidence of ownership of or with respect to any Restricted Securities. All rights, ownership and economic benefits of and relating to the Restricted Securities shall remain vested in and belong to the applicable party. To the fullest extent permitted by applicable law, nothing in this Agreement shall be interpreted as creating or forming a “group” with any other Person for the purposes of Rule 13d-5(b)(1) of the Exchange Act or for any other similar provision of applicable law.
No Ownership Interests. Nothing contained in this Agreement shall be deemed to vest in Parent or Merger Sub any direct or indirect ownership or incidence of ownership of or with respect to any Subject Shares. All rights, ownership and economic benefits of and relating to the Subject Shares shall remain vested in and belong to the applicable Stockholder. Nothing in this Agreement shall be interpreted as creating or forming a “group” with any other Person, including Parent or Merger Sub, for the purposes of Rule 13d-5(b)(1) of the Exchange Act or for any similar provision of applicable Law. The parties are executing this Agreement on the date set forth in the introductory clause. AUSTIN, XXXXXXX & CO., INC. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: President ROOK MERGER SUB, INC. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Chief Executive Officer [Signature Page to Tender and Support Agreement] STOCKHOLDER Xxxxxxx Xxxxx, M.D. By: /s/ Xxxxxxx Xxxxx, M.D. Address: Email Address: Frost Gamma Investment Trust By: /s/ Xxxxxxx Xxxxx, M.D. Name: Xxxxxxx Xxxxx, M.D. Title: Trustee Address: Email Address: Frost Nevada Investments Trust By: /s/ Xxxxxxx Xxxxx, M.D. Name: Xxxxxxx Xxxxx, M.D. Title: Trustee Address: Email Address: [Signature Page to Tender and Support Agreement] STOCKHOLDER: Xxxxxxx Xxxxxx By: /s/ Xxxxxxx Xxxxxx Address: 0000 Xxxxxxxx Xxxx., 00xx Xxxxx Xxxxx, XX 00000 Email Address: xxxxxxx@xxxxxxxxxxxxxxx.xxx [Signature Page to Tender and Support Agreement] STOCKHOLDER: Xxxx Xxxxxxx III By: /s/ Xxxx Xxxxxxx Address: 00 Xxxxxx Xxxxx, New York, NY Email Address: xxxxxxxx@xxxxxxxxxxxx.xxx [Signature Page to Tender and Support Agreement] Schedule A Name of Stockholder Number of Shares of Company Common Stock Company Stock Options Xxxxxxx Xxxxx, M.D. 809,776 80,000 Frost Gamma Investment Trust 43,975,719 - Frost Nevada Investments Trust 9,370,790 - Xxxxxxx Xxxxxx 3,813,535 3,400,000 Xxxx Xxxxxxx 5,208,487 1,775,000
