Voting of Capital Stock. To the extent any Holder owns shares of any class or series of capital stock of the Company or any Subsidiary of the Company which it may vote on any particular matter which comes before such corporation's stockholders, as a class or series separate from the common stock of such corporation ordinarily entitled to vote for the election of directors, such Holder shall vote all such shares on such matter in such separate class or series vote as holders of a majority of the outstanding shares of common stock of such corporation vote thereon; provided, however, that such Holder may nevertheless vote such shares as a separate class or series without regard to the provisions of this Section 2.2 in respect of (a) amendments to the certificate of incorporation of such corporation, or the certificate of designation which created such class or series, which change the provisions thereof expressly applicable to such separate class or series, and (b) any matter as to which such class or series is expressly entitled to vote as a separate class or series pursuant to such corporation's certificate of incorporation or the certificate of designation which created such class or series; provided further, however, that any statement in such certificate of incorporation or certificate of designation that such class or series may vote as a separate class or series "as required by law" or similar language shall not permit such class or series to be voted without regard to the provisions of this Section 2.2.
Voting of Capital Stock. To the extent any Holder owns ----------------------- shares of any class or series of capital stock of the Company which such Holder may vote on any particular matter which comes before the Company's stockholders as a class or series separate from the Common Stock, such Holder shall vote all such shares on such matter in such separate class or series vote as holders of a majority of the outstanding shares of Common Stock vote thereon; provided, -------- however, that such Holder may nevertheless vote such shares as a separate class ------- or series without regard to the provisions of this Section 2.2 in respect of (a) amendments to the certificate of incorporation of the Company, or the certificate of designation which created such class or series, which change the provisions thereof expressly applicable to such separate class or series, and (b) any matter as to which such class or series is expressly entitled to vote as a separate class or series pursuant to the Company's certificate of incorporation or the certificate of designation which created such class or series; provided further, however, that no statement in such certificate of -------- ------- ------- incorporation or certificate of designation that such class or series may vote as a separate class or series "as required by law" or any similar language shall permit such class or series to be voted without regard to the provisions of this Section 2.2.
Voting of Capital Stock. If the Management Company decides to nominate directors for election at the 2018 Meeting, each party shall:
Voting of Capital Stock. Each of the Holders agrees that, to the extent it holds any voting stock of the Company (or any stock that is entitled to vote upon any particular matter, whether or not such stock is generally entitled to voting rights), it will at all times vote such stock in such a manner as to ensure that the terms and intention of this Agreement, the certificate of incorporation, and the bylaws of the Company are carried out and observed and to ensure that the certificate of incorporation and bylaws as in effect on the date hereof do not, at any time hereafter, conflict in any respect with the provisions of this Agreement. In addition, each of the Holders agrees that it or he will not vote any voting capital stock of the Company to cause the removal from the Board of Directors of the Company of any directors serving pursuant to Section 1 hereof (a "Series F Director") except with the written consent of such director, except to the extent such removal is for cause. The Company agrees that it will not take any action, including any amendment to its certificate of incorporation or bylaws, which would be inconsistent with this Agreement.
Voting of Capital Stock. During the Standstill Period, subject to clause (Y) of clause (i) of Section 6.1, in any election of directors and in any other vote to be taken by the stockholders of the Company as to any matter (whether taken at an annual or special meeting of stockholders or by written action), Parent and Alpharma shall, and shall cause their respective Affiliates to, vote any Depositary Shares (or shares of New Common Stock following the Option Expiration Date), or other Voting Capital Stock which Parent, Alpharma or their respective Affiliates hold, in the same manner and in the same proportion as the votes cast by the other holders of Depositary Shares (or shares of New Common Stock following the Option Expiration Date) or such other Voting Capital Stock.
Voting of Capital Stock. During the period ending immediately ----------------------- after the second annual meeting of stockholders of the Company which occurs after the meeting at which the Merger was approved, each of the Stockholders agrees that it will vote (or cause to be voted) its shares of Capital Stock in favor of any nominees for director nominated by the incumbent Board of Directors of the Company.
Voting of Capital Stock. Prior to a Qualified Public Offering, each Stockholder (other than a Management Stockholder or an Investor) agrees to vote all shares of Series B Preferred owned or controlled by them as designated by the holders of 75% of the issued and outstanding shares of Series A Preferred and Series C Preferred, voting together as a single class.
Voting of Capital Stock. (i) Each of the Holders agrees that, to the ----------------------- extent he or it holds any voting stock of the Company (or any stock that is entitled to vote upon any particular matter, whether or not such stock is generally entitled to voting rights), he or it will at all times vote such stock in such a manner as to ensure that the terms and intention of this Agreement are carried out and observed and to ensure that the certificate of incorporation and bylaws of the Company do not, at any time hereafter, conflict in any respect with the provisions of this Agreement. In addition, each of the Holders agrees that it or he will not vote any voting capital stock of the Company to cause the removal from the Board of Directors of the Company or any of its Subsidiaries of any directors designated by a Designating Party pursuant to Section 2(a) except with the written consent (or upon the written direction) of such Designating Party.
Voting of Capital Stock. Each of the VBI Stockholders agrees that so long as the IP Parties beneficially own (without regard to any contractual or legal prohibition on the ability of the IP Parties to exercise the warrants or cause the conversion of convertible debt currently owned by them), at least 75% of the total number of shares of Fully-Diluted Common Stock beneficially owned by them as of the date hereof (the "IP Ownership Condition"), he or it will vote (or cause to be voted) his or its shares of Common Stock as directed by IP as long as such direction is to vote (i) in favor of (A) any nominees for director nominated by the incumbent Board of Directors (including, without limitation, any of such nominees for director designated by either of the IP Parties) and (B) any other proposal recommended by the Board of Directors for approval by the Corporation's stockholders and (ii) against any proposal which the Board of Directors has recommended be rejected by the Corporation's stockholders. Upon request of the IP Parties, as long as the VBI Stockholders are required to vote their shares of Common Stock as recommended by the Board of Directors, each of them separately agrees to execute appropriate proxies or powers of attorney to permit IP to vote and/or execute written consents with respect to his or its shares of Common Stock as contemplated by this Section 2.1.
Voting of Capital Stock. Each Shareholder covenants and agrees always to vote all the shares held by such Shareholder in order to carry out the terms and provisions of this Agreement, and to instruct its representatives to the Board to follow the terms and provisions hereof.
