Form Of Voting Agreement Sample Contracts

Investar Holding Corp – Form of Voting Agreement (October 10th, 2018)

This VOTING AGREEMENT (this "Voting Agreement"), dated as of October 10, 2018, is executed by and among Investar Holding Corporation ("Investar"), a Louisiana corporation, Mainland Bank ("Mainland Bank"), a Texas state bank, and the persons who are signatories hereto (each a "Shareholder" and collectively the "Shareholders").

Blue Hills Bancorp, Inc. – Form of Voting Agreement (September 24th, 2018)

THIS VOTING AGREEMENT (this "Agreement") is dated as of September 20, 2018, by and between the undersigned holder ("Stockholder") of common stock, $0.01 par value per share ("Company Common Stock"), of Blue Hills Bancorp, Inc., a Maryland corporation ("Company"), and Independent Bank Corp., a Massachusetts corporation ("Buyer"). All capitalized terms used but not defined shall have the meanings assigned to them in the Merger Agreement (as defined below).

Center Bancorp, Inc. – Form of Voting Agreement (September 7th, 2018)

This Voting Agreement (this "Agreement") is dated as of July 11, 2018, by and between ConnectOne Bancorp, Inc., a New Jersey corporation and registered bank holding company ("ConnectOne"), and the shareholder of Greater Hudson Bank, a New York state chartered commercial bank ("Greater Hudson"), executing this Agreement on the signature page hereto (the "Shareholder").

Phillips Edison - ARC Grocery Center REIT II, Inc. – Form of Voting Agreement (July 18th, 2018)
Phillips Edison Grocery Center Reit I, Inc. – Form of Voting Agreement (July 18th, 2018)
Ceridian HCM Holding Inc. – Form of Voting Agreement (April 12th, 2018)
National Patent Development – Form of Voting Agreement (April 12th, 2018)

This Voting Agreement ("Agreement") dated as of April ___, 2018, is by and between Khandwala Capital Management, Inc., a Connecticut corporation ("Purchaser"), Wright Investors' Service Holdings, Inc., a Delaware corporation ("Seller"), and each of Harvey P. Eisen, Peter M. Donovan, Marshall S. Geller, Richard C. Pfenniger, Jr. and Lawrence G. Schafran, the directors of Seller (collectively, the "Holders", each a "Holder"). WITNESSETH:

National Patent Development – Form of Voting Agreement (April 12th, 2018)

This Voting Agreement ("Agreement") dated as of April ___, 2018, is by and between Khandwala Capital Management, Inc., a Connecticut corporation ("Purchaser"), Wright Investors' Service Holdings, Inc., a Delaware corporation ("Seller"), and each of Harvey P. Eisen, Peter M. Donovan, Marshall S. Geller, Richard C. Pfenniger, Jr. and Lawrence G. Schafran, the directors of Seller (collectively, the "Holders", each a "Holder"). WITNESSETH:

Stellar Acquisition III Inc. – Form of Voting Agreement (February 28th, 2018)

This Voting Agreement (this "Agreement") is made as of ___, 2018 by and among (i) Stellar Acquisition III Inc., a Republic of Marshall Islands corporation (together with its successors, including the Successor after the Conversion (as such terms are defined in the Merger Agreement, defined below), the "Purchaser"), (ii) Phunware, Inc., a Delaware corporation (the "Company"), and (iii) the undersigned stockholder ("Holder") of the Company. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.

Stellar Acquisition III Inc. – Form of Voting Agreement (February 28th, 2018)

This Voting Agreement (this "Agreement") is made as of ___, 2018 by and among (i) Stellar Acquisition III Inc., a Republic of Marshall Islands corporation (together with its successors, including the Successor after the Conversion (as such terms are defined in the Merger Agreement, defined below), the "Purchaser"), (ii) Phunware, Inc., a Delaware corporation (the "Company"), and (iii) the undersigned stockholder ("Holder") of the Company. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.

Form of Voting Agreement (January 30th, 2018)

THIS VOTING AGREEMENT (this "Agreement") is made and entered into as of January 28, 2018 by and between WestRock Company, a Delaware corporation ("Parent"), and the undersigned stockholder (the "Stockholder") of KapStone Paper and Packaging Corporation, a Delaware corporation (the "Company").

Entellus Medical – Form of Voting Agreement (December 7th, 2017)

This VOTING AGREEMENT, dated as of December 7, 2017 (this Agreement), is made and entered into by and between Stryker Corporation, a Michigan corporation (Parent), and the undersigned stockholder (Stockholder) of Entellus Medical, Inc., a Delaware corporation (the Company). Parent and Stockholder are referred to individually as a Party and collectively as the Parties.

Old National Trust – Form of Voting Agreement (August 8th, 2017)

The undersigned shareholder of Anchor Bancorp, Inc. (Anchor) hereby agrees in its capacity as a shareholder to vote its shares of Anchor Common Stock that are registered in its name in favor of the Agreement and Plan of Merger by and between Old National Bancorp and Anchor, dated August [*], 2017 (the Agreement). In addition, the undersigned hereby agrees not to make any transfers of shares of Anchor with the purpose of avoiding its agreement set forth in the preceding sentence and agrees to cause any transferee of such shares to abide by the terms of this Voting Agreement.

Anchor BanCorp Wisconsin Inc. – Form of Voting Agreement (August 8th, 2017)

The undersigned shareholder of Anchor Bancorp, Inc. (Anchor) hereby agrees in its capacity as a shareholder to vote its shares of Anchor Common Stock that are registered in its name in favor of the Agreement and Plan of Merger by and between Old National Bancorp and Anchor, dated August [*], 2017 (the Agreement). In addition, the undersigned hereby agrees not to make any transfers of shares of Anchor with the purpose of avoiding its agreement set forth in the preceding sentence and agrees to cause any transferee of such shares to abide by the terms of this Voting Agreement.

First Interstate Bancsystem – Form of Voting Agreement (January 26th, 2017)

This Voting Agreement (this Agreement), dated as of November 17, 2016, is entered into by and between First Interstate BancSystem, Inc., a Montana corporation (Parent) and the undersigned (the Shareholder), a shareholder of Cascade Bancorp, an Oregon corporation (the Company).

First Interstate Bancsystem – Form of Voting Agreement (January 26th, 2017)

This Voting Agreement (this Agreement), dated as of November 17, 2016, is entered into by and between Cascade Bancorp, an Oregon corporation (the Company) and the undersigned (the Shareholder), a shareholder of First Interstate BancSystem, Inc. a Montana corporation (Parent).

Pacific Continental Corporation (Ore) – Form of Voting Agreement (January 10th, 2017)

This Voting Agreement (the Agreement), dated as of January 9, 2017, is entered into by and among Coast, a Washington corporation (Parent), Pool, an Oregon corporation (the Company), and the member of the board of directors of Parent (the Parent Board) whose name appears on the signature page hereto (the Director).

Columbia Banking System, Inc. – Form of Voting Agreement (January 10th, 2017)

This Voting Agreement (the Agreement), dated as of January 9, 2017, is entered into by and among Coast, a Washington corporation (Parent), Pool, an Oregon corporation (the Company), and the member of the board of directors of Parent (the Parent Board) whose name appears on the signature page hereto (the Director).

Pacific Special Acquisition Corp. – Form of Voting Agreement (January 3rd, 2017)

This Voting Agreement (this "Agreement") is made as of December 27, 2016 by and among (i) Pacific Special Acquisition Corp., a British Virgin Islands business company with limited liability (including, without limitation, any successor entity thereto, "Purchaser"), (ii) Borqs International Holding Corp, an exempted company incorporated under the laws of the Cayman Islands with limited liability (the "Company"), and (iii) the undersigned shareholder ("Holder") of the Company. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (as defined below).

Pacific Special Acquisition Corp. – Form of Voting Agreement (January 3rd, 2017)

This Voting Agreement (this "Agreement") is made as of December 27, 2016 by and among (i) Pacific Special Acquisition Corp., a British Virgin Islands business company with limited liability (including, without limitation, any successor entity thereto, "Purchaser"), (ii) Borqs International Holding Corp, an exempted company incorporated under the laws of the Cayman Islands with limited liability (the "Company"), and (iii) the undersigned shareholder ("Holder") of the Company. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (as defined below).

Alliqua Holdings, Inc. – Form of Voting Agreement (November 10th, 2016)

This VOTING AGREEMENT, dated as of ________________, 2016 (this "Agreement"), is by and between Alliqua BioMedical, Inc. (formerly Alliqua Holdings, Inc.), a Delaware corporation ("Alliqua"), and Soluble Systems, LLC, a Virginia limited liability company ("Soluble"). Alliqua and Soluble are individually referred to herein as a "Party" and collectively as the "Parties".

Form of Voting Agreement (September 14th, 2016)

THIS VOTING AGREEMENT (this Agreement), dated as of [ ], 2016, is made by and between Red Lion Hotels Corporation, a Washington corporation (the Company), and Thirty-Eight Street, Inc. (TESI), Bernard T. Moyle (Moyle), Roger Bloss (Bloss) [and the other signatories hereto (the Minority Holders)]. TESI, Moyle, Bloss [and the Minority Holders] are collectively referred to as the Vantage Holders.

Berry Plastics Group Inc. – Form of Voting Agreement (August 26th, 2016)

This VOTING AGREEMENT (this "Agreement"), is dated as of August 24, 2016, by and between BERRY PLASTICS GROUP, INC., a Delaware corporation ("Parent"), and [*] ("Stockholder").

Berry Plastics Group Inc. – Form of Voting Agreement (August 26th, 2016)

This VOTING AGREEMENT (this "Agreement"), is dated as of August 24, 2016, by and between BERRY PLASTICS GROUP, INC., a Delaware corporation ("Parent"), and [*] ("Stockholder").

Easterly Acquisition Corp. – Form of Voting Agreement (June 29th, 2016)

This Voting Agreement (this "Agreement") is made as of June 28, 2016 by and between Easterly Acquisition Corp., a Delaware corporation ("Parent") and the undersigned Sungevity, Inc. (the "Company") stockholder ("Company Stockholder").

Easterly Acquisition Corp. – Form of Voting Agreement (June 29th, 2016)

This Voting Agreement (this "Agreement") is made as of June 28, 2016 by and between Easterly Acquisition Corp., a Delaware corporation ("Parent") and the undersigned Sungevity, Inc. (the "Company") stockholder ("Company Stockholder").

Centennial Resource Development, Inc. – Form of Voting Agreement (June 28th, 2016)

This VOTING AGREEMENT (this Agreement), dated as of , 2016, is entered into by and among Centennial Resource Development, Inc., a Delaware corporation (the Company), Centennial Resource Development, LLC, a Delaware limited liability company (Centennial HoldCo), and Celero Energy Company, LP, a Delaware limited partnership (Celero).

Form of Voting Agreement (April 28th, 2016)

This VOTING AGREEMENT (this "Agreement"), dated as of April 27, 2016, is by and among Fortress Biotech, Inc., a Delaware corporation ("Parent"), FBIO Acquisition, Inc., a Delaware corporation and an indirect, wholly-owned Subsidiary of Parent ("Acquisition Sub"), the Person listed as a "Stockholder" on the signature page hereto (the "Stockholder"), and solely for the limited purposes set forth in Section 8(b), [____________], a Delaware corporation (the "Company").

National Holdings – Form of Voting Agreement (April 28th, 2016)

This VOTING AGREEMENT (this "Agreement"), dated as of April 27, 2016, is by and among Fortress Biotech, Inc., a Delaware corporation ("Parent"), FBIO Acquisition, Inc., a Delaware corporation and an indirect, wholly-owned Subsidiary of Parent ("Acquisition Sub"), the Person listed as a "Stockholder" on the signature page hereto (the "Stockholder"), and solely for the limited purposes set forth in Section 8(b), [____________], a Delaware corporation (the "Company").

National Holdings – Form of Voting Agreement (April 28th, 2016)

This VOTING AGREEMENT (this "Agreement"), dated as of April 27, 2016, is by and among Fortress Biotech, Inc., a Delaware corporation ("Parent"), FBIO Acquisition, Inc., a Delaware corporation and an indirect, wholly-owned Subsidiary of Parent ("Acquisition Sub"), the Person listed as a "Stockholder" on the signature page hereto (the "Stockholder"), and solely for the limited purposes set forth in Section 8(b), [____________], a Delaware corporation (the "Company").

Code Rebel Corp – Form of Voting Agreement (March 14th, 2016)

This VOTING AGREEMENT (this "Agreement") is made and entered into as of March 11, 2016 by and between Code Rebel Corporation, a Delaware corporation (the "Company"), and each of the undersigned stockholders of the Company, set forth on Schedule A hereto (each a "Stockholder" and, collectively the "Stockholders"), each acting severally and not jointly.

OceanFirst Financial Corp. – [Form of Voting Agreement] (January 8th, 2016)

This VOTING AGREEMENT, dated as of January 5, 2016 (this "Agreement"), is by and between OceanFirst Financial Corp., a Delaware corporation ("Parent"), and the undersigned shareholder (the "Shareholder"). Capitalized terms used herein and not defined shall have the meanings specified in the Merger Agreement (as defined below).

Brookfield Business Partners L.P. – BROOKFIELD ASSET MANAGEMENT INC. - And - BROOKFIELD CANGP LIMITED - And - BROOKFIELD CANADIAN GP L.P. - And - BROOKFIELD BBP CANADA HOLDINGS INC. FORM OF VOTING AGREEMENT (December 21st, 2015)

WHEREAS Brookfield, a corporation existing under the laws of the Province of Ontario, indirectly owns 100% of the common shares of CanGP Co (the Common Shares), a corporation existing under the laws of the Province of Ontario;

Apartment Trust of America – Form of Voting Agreement (October 22nd, 2015)

This Voting Agreement (this Agreement) is made and entered into as of October 22, 2015, by and among Monument Partners, L.L.C a Delaware limited liability company (Parent) and the undersigned stockholder (the Stockholder) of Landmark Apartment Trust, Inc., a Maryland corporation (Company).

Form of Voting Agreement (October 13th, 2015)

This Voting Agreement (this Agreement), dated as of October 12, 2015 between the undersigned stockholder (Stockholder) of Wausau Paper Corp., a Wisconsin corporation (the Company), and SCA Americas Inc., a Delaware corporation (Parent).