Common use of Board Approval; Required Vote Clause in Contracts

Board Approval; Required Vote. (a) The Board of Directors of the Company has, at a meeting duly called and held at which all members were present or by a unanimous written consent: (i) approved and declared advisable this Agreement; (ii) determined that the Merger and other transactions contemplated by this Agreement are advisable, fair to and in the best interest of the Company and its stockholders; (iii) resolved to recommend to the stockholders of the Company (A) the approval of the Merger and the other transactions contemplated hereby and (B) the approval and adoption of this Agreement; and (iv) directed that this Agreement be submitted to the stockholders of the Company for their approval and adoption. None of the aforesaid actions by the Board of Directors of the Company has been amended, rescinded or modified.

Board Approval; Required Vote. (a) The Board Boards of Directors of the Company hasParent and Merger Sub have, at a meeting meetings duly called and held at which all members were present or held, by a unanimous written consentvote of all directors: (i) approved and declared advisable this Agreement; (ii) determined that the Merger and other transactions contemplated by this Agreement are advisable, fair to and in the best interest interests of the Company Parent and its Merger Sub and their stockholders; (iii) resolved to recommend to the stockholders of Parent the Company (A) the approval of the Merger and the other transactions contemplated hereby and (B) the approval and adoption of this AgreementAgreement (the “Parent Board Recommendation”); and (iv) directed that this Agreement be submitted to the stockholders of the Company Parent for their approval and adoption. None of the aforesaid actions by the Board of Directors of the Company has been amended, rescinded or modified.

Board Approval; Required Vote. (a) The Company Board of Directors of the Company has, at a meeting duly called and held at which all members were present or by a unanimous written consent: (i) approved and approved, declared advisable and adopted this Agreement; (ii) determined that the Merger and other transactions contemplated by this Agreement are advisable, fair to and in the best interest of the Company and its stockholders; and (iii) resolved to recommend to the stockholders of the Company (A) to accept the approval of Offer and approve and adopt this Agreement and approve the Merger and the other transactions contemplated hereby and (B) the approval and adoption of by this Agreement; and (iv) directed that this Agreement be submitted to the stockholders of the Company for their approval and adoption. None As of the date hereof, none of the aforesaid actions by the Company Board of Directors of the Company has been amended, rescinded or modified.

Board Approval; Required Vote. (a) The Board of Directors of the Company has, at a meeting duly called and held at which all members were present or held, by a unanimous written consentvote of all directors: (i) approved and declared advisable this Agreement; (ii) determined that the Merger and other transactions contemplated by this Agreement are advisable, fair to and in the best interest interests of the Company and its stockholders; (iii) resolved to recommend recommended to the Company stockholders of the Company (A) the approval of the Merger and the other transactions contemplated hereby and (B) the approval and adoption of this Agreement; and (iv) directed that this Agreement be submitted to the Company stockholders of the Company for their approval and adoption. None of the aforesaid actions by the Board of Directors of the Company has been amended, rescinded or modified.

Board Approval; Required Vote. (a) The Board of Directors of the Company has, at a meeting duly called and held at which all members were present or held, by a unanimous written consentvote of all directors: (i) approved and declared advisable this Agreement and the Escrow Agreement; (ii) determined that the Merger and other transactions contemplated by this Agreement and the Escrow Agreement are advisable, fair to and in the best interest interests of the Company and its stockholders; (iii) resolved to recommend to the Company’s stockholders of the Company (A) the approval of the Merger and the other transactions contemplated hereby and (B) the approval and adoption of this Agreement and the Escrow Agreement; and (iv) directed that this Agreement and the Escrow Agreement be submitted to the stockholders of the Company Company’s Stockholders for their approval and adoption. None of the aforesaid actions by the Board of Directors of the Company has been amended, rescinded or modified.

Board Approval; Required Vote. (a) The Board of Directors of the Company has, at a meeting duly called and held at which all members were present or by a unanimous written consent: (i) approved and declared advisable this Agreement; (ii) determined that the Merger and other transactions contemplated by this Agreement are advisable, fair to and in the best interest of the Company and its stockholdersshareholders; (iii) resolved to recommend to the stockholders shareholders of the Company (A) the approval of the Merger and the other transactions contemplated hereby and (B) the approval and adoption of this Agreement; and (iv) directed that this Agreement be submitted to the stockholders shareholders of the Company for their approval and adoption. None of the aforesaid actions by the Board of Directors of the Company has been amended, rescinded or modified.