Standstill and Voting Agreement Sample Contracts

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STANDSTILL AND VOTING AGREEMENT
Standstill and Voting Agreement • April 6th, 2018 • Legacy Reserves Inc. • New York

This STANDSTILL AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of December 31, 2017 (the “Effective Date”), by and among Legacy Reserves GP, LLC, a Delaware limited liability company (the “General Partner”), Legacy Reserves LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Legacy Entities”), and Fir Tree Capital Management LP, a Delaware limited partnership (f/k/a Fir Tree Inc.), (“ Fir Tree”), Fir Tree Value Master Fund, L.P., a Cayman Islands exempted limited partnership, Fir Tree Capital Opportunity Master Fund, L.P., a Cayman Islands exempted limited partnership, Fir Tree Capital Opportunity Master Fund III, L.P., a Cayman Islands exempted limited partnership, FT SOF IV Holdings, LLC, a Delaware limited liability company, FT SOF V Holdings, LLC, a Delaware limited liability company, FT SOF VII Holdings, LLC, a Delaware limited liability company, and Fir Tree E&P Holdings XI, LLC, a Delaware limited liability comp

STANDSTILL AND VOTING AGREEMENT by and between CALLWAVE, INC. (“Company”) and PETER V. SPERLING (“Stockholder”) June 29, 2009
Standstill and Voting Agreement • June 30th, 2009 • Sperling Peter V • Telegraph & other message communications • Delaware

THIS STANDSTILL AND VOTING AGREEMENT (the “Agreement”), is made and entered into, effective as of June 29, 2009 (the “Effective Date”), by and between CALLWAVE, INC., a Delaware corporation (the “Company”), and PETER V. SPERLING, an individual (“Stockholder”).

STANDSTILL AND VOTING AGREEMENT
Standstill and Voting Agreement • October 13th, 2020 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware

THIS STANDSTILL AND VOTING AGREEMENT (this “Agreement”) is made as of October 9, 2020, by and among Zoom Telephonics, Inc., a Delaware corporation (the “Company”), Zulu Holdings LLC, a New Hampshire limited liability company (“Zulu”), and Jeremy P. Hitchcock (“Hitchcock”). The Company, Zulu and Hitchcock are each referred to herein as a “Party” and collectively as the “Parties”.

RECITALS
Standstill and Voting Agreement • February 28th, 2003 • Ingersoll Rand Co • General industrial machinery & equipment • New York
STANDSTILL AND VOTING AGREEMENT
Standstill and Voting Agreement • September 20th, 2010 • Voxware Inc • Services-computer integrated systems design • Delaware

THIS STANDSTILL AND VOTING AGREEMENT (the “Agreement”), is made and entered into, effective as of September 16, 2010 (the “Effective Date”), by and between Voxware, Inc., a Delaware corporation (the “Company”), and [___________], [a [________] corporation/an individual] (“Stockholder”).

STANDSTILL AND VOTING AGREEMENT
Standstill and Voting Agreement • December 3rd, 2010 • Autobytel Inc • Services-computer programming, data processing, etc. • Delaware

This Standstill and Voting Agreement (“Agreement”) is made and entered into on and as of November 30, 2010 (“Effective Date”), by and between Autobytel Inc., a Delaware corporation (“Company”), and the undersigned direct or beneficial holders of Common Stock (as hereinafter defined) of the Company (“Stockholders”).

STANDSTILL AND VOTING AGREEMENT
Standstill and Voting Agreement • January 10th, 2011 • Mindspeed Technologies, Inc • Semiconductors & related devices • Delaware

This Standstill and Voting Agreement (“Agreement”) is made and entered into on and as of January 5, 2011 (“Effective Date”), by and between Mindspeed Technologies, Inc., a Delaware corporation (“Company”), and the undersigned direct or beneficial holders of Common Stock of the Company (“Stockholders”).

STANDSTILL AND VOTING AGREEMENT
Standstill and Voting Agreement • July 14th, 2016 • Data I/O Corp • Instruments for meas & testing of electricity & elec signals • New York

This Standstill and Voting Agreement (this “Agreement”) dated July 13, 2016 is by and among the persons and entities listed on Schedule A (collectively, the “Kanen Group”, and each individually a “member” of the Kanen Group) and Data I/O Corporation (the “Company”).

STANDSTILL AND VOTING AGREEMENT BY AND BETWEEN SANCHEZ ENERGY CORPORATION AND THE GSO FUNDS
Standstill and Voting Agreement • May 10th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware

This STANDSTILL AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of February 6, 2017, by and between (a) Sanchez Energy Corporation, a Delaware corporation (the “Company”), and (b) the funds specified on the signature pages hereof (collectively, the “GSO Funds” and individually, a “GSO Fund”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in Article I.

STANDSTILL AND VOTING AGREEMENT
Standstill and Voting Agreement • August 15th, 2012 • Autobytel Inc • Services-computer programming, data processing, etc. • Delaware

This Standstill and Voting Agreement ("Agreement") is made and entered into on and as of August 8, 2012 ("Effective Date"), by and between Autobytel Inc., a Delaware corporation ("Company"), and the undersigned direct or beneficial holders of Common Stock (as hereinafter defined) of the Company ("Stockholders").

STANDSTILL AND VOTING AGREEMENT
Standstill and Voting Agreement • March 20th, 2023 • Daktronics Inc /Sd/ • Miscellaneous manufacturing industries • Delaware

This Standstill and Voting Agreement (this “Agreement”), effective as of March 19, 2023, is entered into by and among Daktronics, Inc., a South Dakota corporation (the “Company”), on the one hand; and Alta Fox Capital Management, LLC (the “Investor”) and Connor Haley (each, with its or his respective Affiliates and Associates, an “Investor Party,” and collectively, the “Investor Parties”), on the other hand. Unless otherwise defined herein, capitalized terms shall have the meanings given to them in Section 12 herein.

STANDSTILL AND VOTING AGREEMENT BY AND AMONG SANCHEZ ENERGY CORPORATION, BLACKSTONE CAPITAL PARTNERS VII L.P. AND BLACKSTONE ENERGY PARTNERS II L.P.
Standstill and Voting Agreement • May 10th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware

This STANDSTILL AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of March 1, 2017, by and among Sanchez Energy Corporation, a Delaware corporation (the “Company”), Blackstone Capital Partners VII L.P. (“BCP VII”), and Blackstone Energy Partners II L.P. (“BEP II” and, collectively with BCP VII, the “Investors”).

STANDSTILL AND VOTING AGREEMENT BY AND BETWEEN CARRIZO OIL & GAS, INC. AND THE GSO FUNDS
Standstill and Voting Agreement • August 11th, 2017 • Carrizo Oil & Gas Inc • Crude petroleum & natural gas • Texas

This STANDSTILL AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of August 10, 2017, by and between (a) Carrizo Oil & Gas, Inc., a Texas corporation (the “Company”), and (b) the funds specified on the signature pages hereof (collectively, the “GSO Funds” and individually, a “GSO Fund”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in Article I.

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