Voting and Lock-Up Agreement Sample Contracts

RECITALS
Voting and Lock-Up Agreement • October 23rd, 2006 • Safeguard Scientifics Inc • Services-business services, nec • Delaware
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VOTING AND LOCK UP AGREEMENT
Voting and Lock Up Agreement • January 21st, 2004 • RMH Teleservices Inc • Services-business services, nec • Pennsylvania

This Voting and Lock Up Agreement, dated as of November 18, 2003 (this “Agreement”), is made by and among NCO Group, Inc., a Pennsylvania corporation (“Parent”), and the Shareholder of RMH Teleservices, Inc., a Pennsylvania corporation (the “Company”), identified on the signature pages hereto (“Shareholder”).

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • October 26th, 2006 • Beigert Family Irrevocable Trust, Est. June 11, 1998 • Services-business services, nec • Delaware

This VOTING AND LOCK-UP AGREEMENT (this “Agreement”) dated as of October 16, 2006 among PRIME BIOSOLUTIONS, LLC, a Delaware limited liability company (the ”Company”), EMERGE INTERACTIVE, INC., a Delaware corporation (“eMerge”) and THE BIEGERT FAMILY IRREVOCABLE TRUST, as a stockholder of eMerge (the ”Stockholder”).

FORM OF VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • September 11th, 2017 • Oncobiologics, Inc. • Biological products, (no disgnostic substances) • New York

This Voting and Lock-Up Agreement (this “Agreement”) is entered into as of September 7, 2017, between GMS Tenshi Holdings Pte. Limited, a Singapore private limited company (“GMS”), and [DIRECTOR/EXECUTIVE OFFICER](the “Stockholder”), a stockholder of Oncobiologics, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • June 30th, 2009 • RNC (Management) LTD • Gold and silver ores • Ontario

THEREFORE, in consideration of the covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Stakeholder and Medoro agree as follows:

EXECUTION VERSION VOTING AND LOCK UP AGREEMENT
Voting and Lock Up Agreement • May 5th, 2020 • Delaware

This VOTING AND LOCK UP AGREEMENT is made and entered into on February 5, 2018 (this “Agreement”) by and among the persons identified on Schedule A (collectively, the “Ospraie Group”, and each individually, a “member of the Ospraie Group”), the persons identified on Schedule B (collectively, the “Ardsley Group”, and each individually, a “member of the Ardsley Group”), the persons identified on Schedule C (collectively, the “Marrone Group”, and each individually, a “member of the Marrone Group”), the persons identified on Schedule D (collectively, the “Waddell Group”, and each individually, a “member of the Waddell Group”, and the Waddell Group, together with the Ospraie Group, the Ardsley Group and the Marrone Group, the “Major Shareholder Groups”, and each member thereof, a “party” or a “member of a Major Shareholder Group” and the Waddell Group, together with the Ardsley Group and the Marrone Group, the “Selected Major Shareholder Groups”, and each member thereof, a “member of a Sele

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • August 10th, 2012 • Customers Bancorp, Inc. • State commercial banks • Pennsylvania

This VOTING AND LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of August 10, 2012 by and among Customers Bancorp, Inc., a Pennsylvania corporation (the “Customers”), and the person whose name appears on the signature page hereto as a Stockholder (the “Stockholder”) of the CMS Bancorp, Inc., a Delaware corporation (the “Company”). Capitalized terms used and not otherwise defined herein that are defined in the Merger Agreement (as defined below), shall have the respective meanings ascribed to them in the Merger Agreement.

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • December 6th, 2007 • Activision Inc /Ny • Services-prepackaged software • Delaware

THIS VOTING AND LOCK-UP AGREEMENT, dated as of December 1, 2007 (this “Agreement”), is by and among VIVENDI S.A., a societe anonyme organized under the laws of France (“Vivendi”), ACTIVISION, INC., a Delaware corporation (“Activision”), and MR. ROBERT A. KOTICK, an individual (“Management Stockholder”).

ARTICLE I VOTING AGREEMENT
Voting and Lock Up Agreement • November 20th, 2003 • RMH Teleservices Inc • Services-business services, nec • Pennsylvania
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: CEMPRA, INC., a Delaware corporation; CASTLE ACQUISITION CORP., a Delaware corporation; and MELINTA THERAPEUTICS, INC., a Delaware corporation Dated as of August 8, 2017
Voting and Lock-Up Agreement • August 10th, 2017 • Cempra, Inc. • Pharmaceutical preparations • Delaware

This Agreement And Plan Of Merger And Reorganization (this “Agreement”) is entered into as of August 8, 2017, among Cempra, Inc., a Delaware corporation (“Castle”), Castle Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Castle (“Merger Sub”), and Melinta Therapeutics, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.

VOTING AND LOCK UP AGREEMENT
Voting and Lock Up Agreement • February 21st, 2017 • Independent Bank Group, Inc. • State commercial banks • Texas

THIS VOTING AND LOCK UP AGREEMENT (this “Agreement”) dated November 21, 2016, is executed by and among Independent Bank Group, Inc., a Texas corporation and registered bank holding company with its principal offices in McKinney, Texas (“IBG”), and Carlile Bancshares, Inc., a Texas corporation with its principal offices in Fort Worth, Texas (“CBI”), and , a shareholder of CBI (the “Shareholder”).

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • July 18th, 2005 • Brillian Corp • Radio & tv broadcasting & communications equipment • California

THIS VOTING AND LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of July 12, 2005, by and among BRILLIAN CORPORATION, a Delaware corporation (“Brillian”), and the undersigned shareholders (collectively, the “Shareholder”) of SYNTAX GROUPS CORPORATION, a California corporation (“Syntax”).

FORM] VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • April 7th, 2011 • Clean Harbors Inc • Hazardous waste management • Alberta

The executive officers and directors listed on Schedule A (each, a “Peak Management Shareholder” and collectively, the “Peak Management Shareholders”) of Peak Energy Services Ltd., a corporation incorporated under the laws of Alberta (“Peak”)

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • May 7th, 2021 • Acasti Pharma Inc. • Pharmaceutical preparations • Delaware

This VOTING AND LOCK-UP AGREEMENT (this “Agreement”) is entered into as of May 7, 2021 by and between Acasti Pharma Inc., a corporation incorporated under the Business Corporations Act (Québec) (“Acasti”), the undersigned stockholder (the “Stockholder”) of Grace Therapeutics, Inc., a corporation incorporated under the laws of the State of Delaware (“Grace”) [and the undersigned manager or officer of the Stockholder (the “Principal”).]

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • April 23rd, 2015 • Great Panther Silver LTD • Metal mining • British Columbia

WHEREAS the Securityholder is the legal and beneficial owner of common shares (“Shares”) of Cangold Limited (the “Company” or “Cangold”), as more particularly described herein;

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • December 13th, 2006 • MedaSorb Technologies CORP • Surgical & medical instruments & apparatus • New York

VOTING AND LOCK-UP AGREEMENT (this “Agreement”), dated as of this __ day of _______, 2006, by and between __________ (“Chassman”), and MEDASORB TECHNOLOGIES CORPORATION (the “Company”).

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • October 31st, 2012 • Clean Harbors Inc • Hazardous waste management • Delaware

The Safety-Kleen Shareholder is the registered and/or direct or indirect beneficial owner of, or has control or direction over, the number of issued and outstanding common shares of Safety-Kleen (“Safety-Kleen Common Shares”) set forth on Schedule A.

REFLECT SYSTEMS, INC. VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • November 12th, 2021 • Creative Realities, Inc. • Services-computer integrated systems design • Delaware

THIS VOTING AND LOCK-UP AGREEMENT, dated as of [●], 2021 (this “Agreement”), is by and among Creative Realities, a Minnesota corporation (“Parent”), and the stockholders of Reflect Systems, Inc., a Delaware corporation (“Company”), identified as the signatories hereto (collectively, the “Stockholders,” and each a “Stockholder”).

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • December 2nd, 2011 • Michael Kors Holdings LTD • Wholesale-apparel, piece goods & notions • New York

THIS VOTING AND LOCK-UP AGREEMENT, dated as of July 11, 2011 (this “Agreement”), is made by and among Michael Kors Holdings Limited, a British Virgin Islands limited company (the “Company”), and the Persons listed on Schedule I attached hereto under the heading “Existing Shareholders” (such Persons, the “Existing Shareholders”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Shareholders Agreement (as defined below).

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • April 7th, 2011 • Clean Harbors Inc • Hazardous waste management • Alberta

Deans Knight Capital Management Ltd. (the “Peak Shareholder”), a shareholder of Peak Energy Services Ltd., a corporation incorporated under the laws of Alberta (“Peak”) as portfolio manager on behalf of certain investors

VOTING AND LOCK-UP AGREEMENT March 28, 2008
Voting and Lock-Up Agreement • April 2nd, 2008 • Commonwealth Biotechnologies Inc • Services-commercial physical & biological research • Virginia

Reference is made to the Share Sale Agreement dated as of March 28, 2008 (the “Purchase Agreement”) between PharmAust Limited., an Australian limited corporation, (“PharmAust”), and VenturePharm Laboratories Limited (“VPL”). Pursuant to the terms of the Purchase Agreement, VPL has agreed to acquire, subject to, among others, applicable regulatory approvals, from PharmAust 2,150,000 shares of common stock, without par value per share (the “Shares”), of Commonwealth Biotechnologies, Inc. (“CBI”). In connection therewith, CBI and VPL, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby agree as follows:

AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among TapImmune INC., a Nevada corporation; TIMBERWOLF MERGER SUB, INC., and MARKER THERAPEUTICS, INC. Dated as of May 15, 2018
Voting and Lock-Up Agreement • May 15th, 2018 • Tapimmune Inc. • Pharmaceutical preparations • Texas

THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of May 15, 2018, by and among TAPIMMUNE INC., a Nevada corporation (“TapImmune”), TIMBERWOLF MERGER SUB, INC., a Delaware corporation (“Merger Sub”), and MARKER THERAPEUTICS, INC., a Delaware corporation (“Marker”). TapImmune, Merger Sub and Marker may each be referred to herein individually as a “Party” and collectively as the “Parties.” Certain capitalized terms used in this Agreement are defined in Exhibit A.

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VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • July 20th, 2011 • Quepasa Corp • Services-advertising • Delaware

THIS VOTING AND LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of July 19, 2011, by and among Quepasa Corporation., a Nevada corporation (“Parent”), Insider Guides, Inc., a Delaware corporation (the “Company”), and the undersigned shareholder (“Shareholder”) of the Company.

VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • August 21st, 2008 • Gca Ii Acquisition Corp • Blank checks • Delaware

This Voting and Lock-Up Agreement (this “Agreement”) is made as of August 18, 2008, by and between GCA II Acquisition Corp., a Delaware corporation (“Parent”) and Barry L. Hodge, a principal stockholder of SecurLinx Holding Corp., a Delaware corporation (the “Company”)(the “Company Principal Stockholder”).

RECITALS
Voting and Lock-Up Agreement • December 17th, 2007 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • Delaware
VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • April 30th, 2009 • Clean Harbors Inc • Hazardous waste management • Alberta

The executive officers and directors listed on Schedule A (each, an “Eveready Management Shareholder” and collectively, the “Eveready Management Shareholders”) of Eveready Inc., a corporation incorporated under the laws of Alberta (“Eveready”)

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