Voting Agreement Sample Contracts

Travelport Worldwide LTD – Voting Agreement (December 10th, 2018)

THIS VOTING AGREEMENT (this "Agreement") is made and entered into as of December 9, 2018 by and among Travelport Worldwide Limited, a Bermuda exempted company (the "Company"), and each Person identified on Exhibit A attached hereto (the "Shareholders" and each a "Shareholder").

Travelport Worldwide LTD – Voting Agreement (December 10th, 2018)

THIS VOTING AGREEMENT (this "Agreement") is made and entered into as of December 9, 2018 by and among Travelport Worldwide Limited, a Bermuda exempted company (the "Company"), and each Person identified on Exhibit A attached hereto (the "Shareholders" and each a "Shareholder").

Voting Agreement (November 30th, 2018)

This VOTING AGREEMENT, dated as of November 29, 2018 (this "Agreement"), is entered into by and between Luby's, Inc., a corporation existing under the laws of Delaware (the "Company"), and the undersigned stockholder (the "Stockholder").

Spirit of Texas Bancshares, Inc. – Voting Agreement (November 28th, 2018)
Spirit of Texas Bancshares, Inc. – Voting Agreement (November 28th, 2018)
MTech Acquisition Holdings Inc. – Voting Agreement (November 7th, 2018)

This Voting Agreement (this "Agreement") is made as of October 10, 2018 by and among (i) MTech Acquisition Corp., a Delaware corporation ("Purchaser"), (ii) MJ Freeway LLC, a Colorado limited liability company (the "Company"), and (iii) the undersigned member ("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.

Voting Agreement (November 6th, 2018)
Horizon Bancorp (IN) – Voting Agreement (October 30th, 2018)

Each of the undersigned, being a director of Salin Bancshares, Inc. ("SBI"), having voted for the approval and adoption by SBI of that certain Agreement and Plan of Merger ("Agreement and Plan of Merger") among SBI and Horizon Bancorp, Inc. ("Horizon"), whereby Horizon will acquire all of the outstanding capital stock of SBI in exchange for shares of Horizon common stock, no par value per share (the "Holding Company Merger"), in consideration of the benefits to be derived from the consummation of such merger and in consideration of the mutual agreements made in the Agreement and Plan of Merger and herein, and in order to induce Horizon to execute and deliver the Agreement and Plan of Merger to SBI and to proceed with the consummation of the Holding Company Merger and to incur the expenses required in connection therewith, hereby irrevocably covenants and agrees with one another and with each of the parties to such Agreement and Plan of Merger that until such time as the Holding Company

Horizon Bancorp (IN) – Voting Agreement (October 30th, 2018)

Each of the undersigned, being a director of Salin Bancshares, Inc. ("SBI"), having voted for the approval and adoption by SBI of that certain Agreement and Plan of Merger ("Agreement and Plan of Merger") among SBI and Horizon Bancorp, Inc. ("Horizon"), whereby Horizon will acquire all of the outstanding capital stock of SBI in exchange for shares of Horizon common stock, no par value per share (the "Holding Company Merger"), in consideration of the benefits to be derived from the consummation of such merger and in consideration of the mutual agreements made in the Agreement and Plan of Merger and herein, and in order to induce Horizon to execute and deliver the Agreement and Plan of Merger to SBI and to proceed with the consummation of the Holding Company Merger and to incur the expenses required in connection therewith, hereby irrevocably covenants and agrees with one another and with each of the parties to such Agreement and Plan of Merger that until such time as the Holding Company

Twilio Inc – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (this Agreement), dated as of October 15, 2018, is made by and between SendGrid, Inc., a Delaware corporation (the Company), and the undersigned holder (the Stockholder) of shares of Class A common stock, par value $0.001 per share, of Twilio Inc., a Delaware corporation (Parent). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement). For the avoidance of doubt, in no event shall any shares of Class B common stock, par value $0.001 per share, of Parent be subject to this Agreement.

Twilio Inc – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (Agreement), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (Parent), and the undersigned holder (the Stockholder) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the Company). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement).

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (this Agreement), dated as of October 15, 2018, is made by and between SendGrid, Inc., a Delaware corporation (the Company), and the undersigned holder (the Stockholder) of shares of Class A common stock, par value $0.001 per share, of Twilio Inc., a Delaware corporation (Parent). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement). For the avoidance of doubt, in no event shall any shares of Class B common stock, par value $0.001 per share, of Parent be subject to this Agreement.

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (Agreement), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (Parent), and the undersigned holder (the Stockholder) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the Company). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement).

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (this Agreement), dated as of October 15, 2018, is made by and between SendGrid, Inc., a Delaware corporation (the Company), and the undersigned holder (the Stockholder) of shares of Class A common stock, par value $0.001 per share, of Twilio Inc., a Delaware corporation (Parent). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement). For the avoidance of doubt, in no event shall any shares of Class B common stock, par value $0.001 per share, of Parent be subject to this Agreement.

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (Agreement), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (Parent), and the undersigned holder (the Stockholder) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the Company). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement).

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (Agreement), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (Parent), and the undersigned holder (the Stockholder) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the Company). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement).

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (this Agreement), dated as of October 15, 2018, is made by and between SendGrid, Inc., a Delaware corporation (the Company), and the undersigned holder (the Stockholder) of shares of Class A common stock, par value $0.001 per share, of Twilio Inc., a Delaware corporation (Parent). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement). For the avoidance of doubt, in no event shall any shares of Class B common stock, par value $0.001 per share, of Parent be subject to this Agreement.

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (Agreement), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (Parent), and the undersigned holder (the Stockholder) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the Company). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement).

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (this Agreement), dated as of October 15, 2018, is made by and between SendGrid, Inc., a Delaware corporation (the Company), and the undersigned holder (the Stockholder) of shares of Class A common stock, par value $0.001 per share, of Twilio Inc., a Delaware corporation (Parent). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement). For the avoidance of doubt, in no event shall any shares of Class B common stock, par value $0.001 per share, of Parent be subject to this Agreement.

Twilio Inc – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (this Agreement), dated as of October 15, 2018, is made by and between SendGrid, Inc., a Delaware corporation (the Company), and the undersigned holder (the Stockholder) of shares of Class A common stock, par value $0.001 per share, of Twilio Inc., a Delaware corporation (Parent). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement). For the avoidance of doubt, in no event shall any shares of Class B common stock, par value $0.001 per share, of Parent be subject to this Agreement.

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (Agreement), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (Parent), and the undersigned holder (the Stockholder) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the Company). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement).

Twilio Inc – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (Agreement), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (Parent), and the undersigned holder (the Stockholder) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the Company). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement).

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (this Agreement), dated as of October 15, 2018, is made by and between SendGrid, Inc., a Delaware corporation (the Company), and the undersigned holder (the Stockholder) of shares of Class A common stock, par value $0.001 per share, of Twilio Inc., a Delaware corporation (Parent). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement). For the avoidance of doubt, in no event shall any shares of Class B common stock, par value $0.001 per share, of Parent be subject to this Agreement.

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (Agreement), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (Parent), and the undersigned holder (the Stockholder) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the Company). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement).

SendGrid, Inc. – Voting Agreement (October 16th, 2018)

THIS VOTING AGREEMENT (this Agreement), dated as of October 15, 2018, is made by and between SendGrid, Inc., a Delaware corporation (the Company), and the undersigned holder (the Stockholder) of shares of Class A common stock, par value $0.001 per share, of Twilio Inc., a Delaware corporation (Parent). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (MergerCo) and the Company (as such agreement may be subsequently amended or modified, the Merger Agreement). For the avoidance of doubt, in no event shall any shares of Class B common stock, par value $0.001 per share, of Parent be subject to this Agreement.

Voting Agreement (October 12th, 2018)

This VOTING AGREEMENT (this "Agreement") is entered into as of October 11, 2018, between Adynxx, Inc., a Delaware corporation ("Company"), and the undersigned (the "Stockholder").

Voting Agreement (October 12th, 2018)

This VOTING AGREEMENT (this "Agreement") is entered into as of October 11, 2018, between Alliqua Biomedical Inc., a Delaware corporation ("Parent") and the undersigned (the "Stockholder").

MTech Acquisition Corp – Voting Agreement (October 11th, 2018)

This Voting Agreement (this "Agreement") is made as of October 10, 2018 by and among (i) MTech Acquisition Corp., a Delaware corporation ("Purchaser"), (ii) MJ Freeway LLC, a Colorado limited liability company (the "Company"), and (iii) the undersigned member ("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.

MTech Acquisition Corp – Voting Agreement (October 11th, 2018)

This Voting Agreement (this "Agreement") is made as of October 10, 2018 by and among (i) MTech Acquisition Corp., a Delaware corporation ("Purchaser"), (ii) MJ Freeway LLC, a Colorado limited liability company (the "Company"), and (iii) the undersigned member ("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.

Antero Resources Midstream Management LLC – Voting Agreement (October 10th, 2018)

This VOTING AGREEMENT, dated as of October 9, 2018 (this Agreement), is by and among Antero Midstream Partners LP, a Delaware limited partnership (AMLP), and the shareholders of Antero Midstream GP LP, a Delaware limited partnership (AMGP), named on Schedule I hereto (each such shareholder, a Shareholder and, collectively, the Shareholders).

Antero Resources Midstream Management LLC – Voting Agreement (October 10th, 2018)

This VOTING AGREEMENT, dated as of October 9, 2018 (this Agreement), is by and between Antero Midstream GP LP, a Delaware limited partnership (AMGP), and Antero Resources Corporation, a Delaware corporation (Antero Resources).

Voting Agreement (October 10th, 2018)

This VOTING AGREEMENT, dated as of October 9, 2018 (this Agreement), is by and between Antero Midstream GP LP, a Delaware limited partnership (AMGP), and Antero Resources Corporation, a Delaware corporation (Antero Resources).

Antero Resources Midstream Management LLC – Voting Agreement (October 10th, 2018)

This VOTING AGREEMENT, dated as of October 9, 2018 (this Agreement), is by and among Antero Midstream Partners LP, a Delaware limited partnership (AMLP), and the shareholders of Antero Midstream GP LP, a Delaware limited partnership (AMGP), named on Schedule I hereto (each such shareholder, a Shareholder and, collectively, the Shareholders).

Antero Midstream Partners LP – Voting Agreement (October 10th, 2018)

This VOTING AGREEMENT, dated as of October 9, 2018 (this Agreement), is by and among Antero Midstream Partners LP, a Delaware limited partnership (AMLP), and the shareholders of Antero Midstream GP LP, a Delaware limited partnership (AMGP), named on Schedule I hereto (each such shareholder, a Shareholder and, collectively, the Shareholders).

Antero Resources Midstream Management LLC – Voting Agreement (October 10th, 2018)

This VOTING AGREEMENT, dated as of October 9, 2018 (this Agreement), is by and between Antero Midstream GP LP, a Delaware limited partnership (AMGP), and Antero Resources Corporation, a Delaware corporation (Antero Resources).