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Document Preview Irrevocable Proxy |
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Title: |
Irrevocable Proxy |
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Date: |
2004 |
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Price: |
$33 |
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ID: |
#1585543 |
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IRREVOCABLE PROXY
This Irrevocable Proxy (this "Proxy") is made effective as of
October 14, 2004, by and between Litespeed Master Fund, Ltd. ("Litespeed") and
Gryphon Master Fund, L.P. ("Gryphon").
A. Gryphon and Litespeed are parties to that certain Investment
Agreement, dated October 14, 2004, by and among Gadzooks, Inc. and the several
purchasers named therein (as amended, modified or supplemented from time to
time, the "Agreement"). Capitalized terms used herein and not otherwise defined
have the meanings assigned to such terms in the Agreement.
B. Litespeed has agreed to appoint Gryphon as Litespeed's proxy to
take action and make decisions on behalf of Litespeed on all matters for which a
Purchaser is entitled to consent, approve, waive, amend or otherwise make
decisions or take action under the Agreement, subject to the terms and
conditions contained in this Proxy.
NOW, THEREFORE, in consideration of $10 and other good and valuable
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