Termination of the Voting Agreement Sample Clauses

Termination of the Voting Agreement. The Voting Agreement Members hereby mutually agree to terminate the Voting Agreement, and this Agreement shall constitute written agreement to so do pursuant to Section 3.2 of the Voting Agreement, to be effective as of the date of this Agreement, immediately following and contingent upon the effectiveness of this Agreement.
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Termination of the Voting Agreement. The parties hereto agree that the Voting Agreement, pursuant to Section 4.6 thereof, is hereby terminated in its entirety effective as of immediately prior to the Closing such that, immediately prior to the Closing, the parties shall have no further rights or obligations under the Voting Agreement, and each party further waives any rights it may have under the terms of the Voting Agreement with respect to the transaction contemplated by the Merger Agreement.
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Termination of the Voting Agreement. (a) Subject only to (b) and (c) below, EmTech and TS LLC hereby acknowledge and agree that, as of the date of this Settlement Agreement, the Voting Agreement is terminated and of no further use or effect, and that none of the parties thereby has any further rights or obligations under the Voting Agreement.
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Termination of the Voting Agreement. Subject to the terms and conditions of this Agreement, the Voting Agreement is hereby terminated as of the date first written above (the “Termination Date”). From and after the Termination Date, the Agreement will be of no further force or effect, and the rights and obligations of each of the Parties thereunder shall terminate. As soon as practical following the date hereof, Company shall take all necessary and related further acts required, including to obtain approvals from its board of directors and applicable stockholders pursuant to its organic documents, as amended and in effect, to approve of an amendment to Company’s Amended and Restated Articles of Incorporation dated March 27, 2020, as amended and in effect, in substantially in the form attached to this Agreement as Exhibit A, to reflect the Parties’ agreement and understanding as set forth in this Agreement. Notwithstanding the termination of the Voting Agreement pursuant to this Agreement, nothing herein or after giving effect to the termination contemplated hereby by shall amend, modify or otherwise alter any rights of Lead Investor in respect of the Investment as set forth in any other agreements or documents related thereto by and between Company and Lead Investor, or between Lead Investor and Key Holder, which shall remain in full force in effect as between them.
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Termination of the Voting Agreement. Xxxxxxx, Xxx, Xxxx and Xxxx hereby agree that the Voting Agreement shall terminate as of the Effective Date and all rights and obligations of each of the Parties under the Voting Agreement shall terminate and be of no further force or effect as of the Effective Date.
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Termination of the Voting Agreement. Effective as of the Effective Time, the Company, GF, EV, RF, EF and JF hereby terminate the Voting Agreement, together with all rights, duties and obligations of the parties thereunder. From and after the Effective Time, such parties shall have no, and hereby release each other from all, Obligations that the parties ever had or now have or may claim to have or hereafter have or claim to have to or against any of the other parties under the Voting Agreement, and the Voting Agreement shall be considered void and of no further force and effect for all purposes.
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Related to Termination of the Voting Agreement

  • Termination of the Merger Agreement Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Effective Time, this Agreement and all rights and obligations of the Parties hereunder shall automatically terminate and be of no further force or effect.

  • Termination of Consulting Agreement As of the Effective Date, the Consulting Agreement is hereby terminated and is of no further force or effect.

  • Termination of the Escrow Agreement This Agreement, except for Sections 7 and 11 hereof, which shall continue in effect, shall terminate upon written notice from the Company to the Escrow Agent. Unless otherwise provided, final termination of this Agreement shall occur on the date that all funds held in the Escrow Account are distributed either (a) to the Company or to subscribers and the Company has informed the Escrow Agent in writing to close the Escrow Account or (b) to a successor escrow agent upon written instructions from the Company.

  • Termination of the Agreement The Employment may be terminated as follows:

  • Incorporation of the Agreement All capitalized terms which are not defined hereunder shall have the same meanings as set forth in the Agreement, and the Agreement, to the extent not inconsistent with this Amendment, is incorporated herein by this reference as though the same were set forth in its entirety. To the extent any terms and provisions of the Agreement are inconsistent with the amendments set forth in Paragraph 2 below, such terms and provisions shall be deemed superseded hereby. Except as specifically set forth herein, the Agreement shall remain in full force and effect and its provisions shall be binding on the parties hereto.

  • Incorporation of Separation Agreement Provisions The following provisions of the Separation Agreement are hereby incorporated herein by reference, and unless otherwise expressly specified herein, such provisions shall apply as if fully set forth herein (references in this Section 10.6 to an “Article” or “Section” shall mean Articles or Sections of the Separation Agreement, and references in the material incorporated herein by reference shall be references to the Separation Agreement): Article V (relating to Exchange of Information; Confidentiality); Article VI (relating to Additional Covenants and Other Matters); Article VII (relating to Mutual Releases; Indemnification); Article VIII (relating to Termination); Article IX (relating to Dispute Resolution); and Article X (relating to Miscellaneous).

  • Ratification of the Agreement As amended by this Amendment, the Agreement is in all respects ratified and confirmed, and the Agreement, as so amended by this Amendment, shall be read, taken and construed as one and the same instrument.

  • Confirmation of the Agreement Except as amended hereby, the Agreement shall remain in full force and effect and is hereby ratified and confirmed in all respects.

  • Voting Agreement Stockholder hereby agrees with Parent that, at any meeting of Company's stockholders, however called, and any adjournment or postponement thereof, or in connection with any written consent of Company's stockholders, Stockholder shall vote any Shares with respect to which Stockholder has voting power (i) in favor of approval of the Merger and the Merger Agreement and any actions recommended by the Board of Directors of Company that are required in furtherance of the transactions contemplated thereby; provided that Stockholder shall not be required to vote for any action that would decrease the number of shares of Parent Common Stock to be received by the stockholders of Company in respect of their shares of Company capital stock in the Merger; (ii) against any proposal to authorize any action or agreement that would result in a breach in any respect of any representation, warranty, covenant, agreement or obligation of Company under the Merger Agreement or that would prevent the consummation of the Merger; (iii) against: (A) any proposal by Company to enter into or consent to any Third Party Acquisition (as defined below); (B) any change in the individuals who, as of the date hereof, constitute the Board of Directors of Company (except as contemplated by the Merger Agreement); (C) any extraordinary corporate transaction, such as a merger, consolidation or other business combination involving Company and any Third Party (as defined below), other than the Merger; (D) a sale, lease, transfer or disposition of all or substantially all of the assets of Company's business outside the ordinary course of business, or of any assets that are material to its business whether or not in the ordinary course of business, or a reorganization, recapitalization, dissolution or liquidation of Company; (E) any amendment of Company's Certificate of Incorporation or bylaws, except as contemplated by the Merger Agreement; and (F) any other action that is intended, or could reasonably be expected, to impede, interfere with, delay, postpone or adversely affect the Merger or any of the other transactions contemplated by the Merger Agreement, or any of the transactions contemplated by this Agreement; and (iv) in favor of any proposal to grant Company's management discretionary authority to adjourn any meeting of Company's stockholders for the purpose of soliciting additional proxies in the event that, at any meeting held for the purpose of considering the Merger Agreement, the number of shares of Company Common Stock present or represented and voting in favor of the Merger is insufficient to approve the Merger.

  • Termination Agreement (1) If the Franchise Agreement shall be terminated due to the expiration, both parties shall sign a Termination Agreement through negotiation completed 180 days prior to the expiration date.

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