Common use of Voting; Irrevocable Proxy Clause in Contracts

Voting; Irrevocable Proxy. (a) Notwithstanding anything in this Agreement to the contrary, each Specified Shareholder shall at the 2003 annual meeting of the shareholders (whether or not adjourned or postponed) of the Company appear at such meeting or otherwise cause such Specified Shareholder's shares of Owned Voting Stock to be counted as present thereat for purposes of establishing a quorum and vote (or cause to be voted), in person or by proxy, any and all shares of Owned Voting Stock in favor of the election of the Nominees as Class III Directors. The term "Owned Voting Stock" shall mean, with respect to each Specified Shareholder, shares of Voting Stock (i) that are Beneficially Owned or held of record by such Specified Shareholder or its Affiliates or (ii) over which such Specified Shareholder or its Affiliates has the right to vote or direct the voting.

Voting; Irrevocable Proxy. (a) Notwithstanding anything in this Agreement to the contrary, each Specified Shareholder shall at the 2003 annual meeting of the shareholders (whether or not adjourned or postponed) of the Company appear at such meeting or otherwise cause such Specified Shareholder's ’s shares of Owned Voting Stock to be counted as present thereat for purposes of establishing a quorum and vote (or cause to be voted), in person or by proxy, any and all shares of Owned Voting Stock in favor of the election of the Nominees as Class III Directors. The term "“Owned Voting Stock" ” shall mean, with respect to each Specified Shareholder, shares of Voting Stock (i) that are Beneficially Owned or held of record by such Specified Shareholder or its Affiliates or (ii) over which such Specified Shareholder or its Affiliates has the right to vote or direct the voting.