Covenant of Shareholder. Shareholder shall not, directly or indirectly, solicit, initiate or knowingly encourage (including by way of furnishing information), entertain or consider any Takeover Proposal from any Person other than Purchaser or engage in or continue discussions or negotiations relating to any Takeover Proposal, except that the provisions of this Section 4 shall not restrict the Shareholder's ability to act in such Shareholder's capacity as a director of the Company in accordance with Section 5.2 of the Stock Purchase Agreement. Shareholder shall immediately cease any existing activities, discussions or negotiations by Shareholder or any investment banker, attorney, accountant or other advisor or representative of Shareholder with parties conducted heretofore with respect to any of the foregoing.
Covenant of Shareholder. From time to time and without additional consideration, Shareholder shall execute and deliver, or cause to be executed and delivered, such additional transfers, assignments, endorsements, proxies, consents and other instruments, and shall take such further actions, as Cascade may reasonably request for the purpose of carrying out and furthering the intent of this Voting Agreement.
Covenant of Shareholder. So long as this proxy remains in effect, Shareholder hereby covenants and agrees with La-Man that, except pursuant to the terms of this Agreement, Shareholder, will not, without the prior written consent of La-Man, directly or indirectly, grant any proxy or enter into any voting trust or other agreement or arrangement with respect to the voting of any Company Shares owned by the Shareholder.
Covenant of Shareholder. The Shareholder agrees and covenants not to sue xx assert any cause of action, either directly or indirectly (without regard to when the action arose or arises) against the Company, its predecessors, successors and assigns, and its present and former subsidiaries, and each and all of their respective shareholders, directors, officers, employees, attorneys and agents, arising from or in any way related to rights based upon, created by or derived from the Original Shareholders' Agreement (including, without limitation, the Original IRR Options), the Original Plan (other than with respect to any Surviving Options) or the Original Options on or after the date hereof.
