Back to top

VOTING AGREEMENT

Voting Agreement

VOTING AGREEMENT | Document Parties: RX SCRIPTED, INC. | Archetype Partners, LLC You are currently viewing:
This Voting Agreement involves

RX SCRIPTED, INC. | Archetype Partners, LLC

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: VOTING AGREEMENT
Governing Law: Texas     Date: 10/9/2009

VOTING AGREEMENT, Parties: rx scripted  inc. , archetype partners  llc
50 of the Top 250 law firms use our Products every day

Exhibit 10.2

VOTING AGREEMENT

 

THIS VOTING AGREEMENT dated as of October 2, 2009 (the “ Effective Date ” and this " Agreement "), is made by and between Archetype Partners, LLC (“ Purchaser ”) and David M. Loev (“ Loev ”) and MaryAnne McAdams (“ McAdams ”, and collectively with Loev, the “ Shareholders ”).  All contracting entities are each referred to as a “ Party ” and collectively as the “ Parties ” to the Agreement as such terms are used herein.

 

W I T N E S S E T H :

 

WHEREAS , simultaneously with the execution of this Agreement, pursuant to the terms of that certain Stock Purchase Agreement dated as of the date hereof (the “ Purchase Agreement ”) between the Shareholders and the Purchaser, the Shareholders are entitled to retain 664,000 shares of the common stock, par value $0.001 per share (the “ Retained Shares ”) of RX Scripted, Inc., a Nevada corporation (the “ Company ”);

 

WHEREAS , the Shareholders are entitled to receive additional shares of the Company’s common stock following a transaction by Purchaser involving the Company (as described in greater detail in the Purchase Agreement, each a “ Transaction ”), such that each Shareholder will, together with such Retained Shares held by each Shareholder, hold at a minimum, 1% of the Company’s then outstanding voting shares following such Transaction (together with the Retained Shares, the “ Common Stock ”); and

 

WHEREAS , the Company and each of the Shareholders desire to establish in this Agreement certain terms and conditions regarding the voting and transfer rights associated with the Common Stock.

 

NOW, THEREFORE , in consideration of the mutual agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Seller and Purchaser do hereby agree as follows:

 

1.             Term .   The term (the “ Term ”) of this Agreement shall commence on the date Effective Date and shall continue until the first anniversary of the Effective Date of this Agreement, or until terminated pursuant to Section 5, below.

 

2.             Stock .   The shares of Company Common Stock owned by the Shareholders from time to time during the Term of this Agreement, shall be referred to herein as the " Stock ".  Any additional shares of Common Stock or other voting securities, or the voting rights relating thereto, of the Company that may be owned, held or subsequently acquired in any manner, legally or beneficially, directly or indirectly, of record or otherwise, by the Shareholders at any time during the Term of this Agreement as a result of the ownership of the Stock that is referred to in this Agreement whether issued as a result of any Transaction, incident to any stock split, stock dividend, increase in capitalization, recapitalization, merger, consolidation, reorganization, or other transaction, shall be included within the term " Stock " as used herein and shall be subject to the terms of this Agreement.


3.             Voting . The Shareholders agree that they will vote the Shares in the matter requested by or directed by the Purchaser from time to time in writing to the Shareholders (the “ Voting Rights ”) during the Term of this Agreement.

 

4.             Transfer of Stock .  The Shareholders shall be prohibited from selling, pledging, hypothecating, assigning or otherwise transferring (each a " Transfer ") any Stock other than pursuant to a Transfer to an Affiliate or Associate of such Shareholder during the Term of this Agreement, provided that such Affiliate or Associate becomes a party to, and agrees to be bound by, this Agreement (collectively the “ Transfer Restrictions ”.  “ Affiliate ” shall have the meaning given it in Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”). “ Associate ” shall have the meaning given it in Rule 12b-2 under the Exchange Act.

 

5.             Termination of Voting Rights and Transfer Restrictions .  In the event that the Purchaser is in breach of the terms and conditions of the Purchase Agreement, the Shareholders shall provide the Purchaser written notice of such breach and in the event that the breach is not cured within


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more