Common use of Action by Stockholders Clause in Contracts

Action by Stockholders. (a) The Company, acting through its Board of Directors, will, in accordance with Applicable Law and its Organizational Documents: (i) as soon as practicable, duly call, give notice of, convene and hold a special meeting of, or to the extent permitted by Applicable Law submit for approval and adoption by written consent by, the Stockholders for the purpose of adopting and approving this Agreement, the Merger and the Transactions (the "Special Meeting"); (ii) include in any proxy statement the conclusion and recommendation of the Board of Directors to the effect that the Board of Directors, having determined that this Agreement, the Merger and the Transactions are in the best interests of the Company and the Stockholders, has approved this Agreement, the Merger and the Transactions and recommends that the Stockholders vote in favor of the approval and adoption of this Agreement, the Merger and the Transactions; and (iii) use its reasonable best efforts to obtain the necessary approval and adoption of this Agreement, the Merger and the Transactions by the Stockholders.

Action by Stockholders. (a) The Company, acting through its Board of Directors, will, in accordance with Applicable Law and its Organizational Documents: (i) as soon as practicablepracticable and after consultation with VIALOG, duly call, give notice of, convene and hold a special meeting of, or to the extent permitted by Applicable Law submit for approval and adoption by written consent by, the Stockholders for the purpose of adopting and approving this Agreement, the Merger and the Transactions (the "Special Meeting"); (ii) include in any proxy statement the conclusion and recommendation of the Board of Directors to the effect that the Board of Directors, having determined that this Agreement, the Merger and the Transactions are in the best interests of the Company and the Stockholders, has approved this Agreement, the Merger and the Transactions and recommends that the Stockholders vote in favor of the approval and adoption of this Agreement, the Merger and the Transactions; and (iii) use its reasonable best efforts to obtain the necessary approval and adoption of this Agreement, the Merger and the Transactions by the Stockholders.