Actions Necessary Sample Clauses

Actions Necessary. At or prior to the Effective Time, the Acquired Corporations, the Board of Directors of the Company and/or the compensation committee of the Board of Directors of the Company, as applicable, shall adopt any resolutions and take any actions that are necessary to (x) effectuate the provisions of this Section 6.2 and (y) ensure that, from and after the Effective Time, neither Parent nor the Surviving Company will be required to deliver Shares or other capital stock of Parent or the Surviving Company to any Person pursuant to or in settlement of Company Options, any Company Stock Award or under the ESPP after the Effective Time.
Actions Necessary. Prior to the Effective Time, the Company shall take any and all actions necessary to effectuate the treatment of Company Equity Awards set forth in this Section 2.3 and ensure that (i) the amounts payable under this Section 2.3 represent the exclusive consideration due to the holders of the Company Equity Awards, and (ii) no Company Equity Awards will remain outstanding following the Effective Time.