Common use of Company Rights Agreement Clause in Contracts

Company Rights Agreement. The Board of Directors of the Company shall take all further actions (in addition to those referred to in Section 4.24) reasonably requested by Parent in order to render the Company Rights inapplicable to the Merger and the other transactions contemplated by this Agreement. Except as provided above with respect to the Merger and the other transactions contemplated by this Agreement, the Board of Directors of the Company shall not, without the prior written consent of Parent, amend, take any action with respect to, or make any determination under, the Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition Proposal.

Company Rights Agreement. The Company Board of Directors of the Company shall take all further actions action reasonably requested in writing by Parent (in addition to those actions referred to in Section 4.243.05) reasonably requested by Parent in order to render the Company Rights inapplicable to this Agreement, the Offer, the Merger and the other transactions contemplated by this AgreementTransactions. Except as provided above with respect to this Agreement, the Offer, the Merger and the other transactions contemplated by this AgreementTransactions, the Company Board of Directors of the Company shall not, without the prior written consent of Parent, amend, modify, take any action with respect to, or make any determination under, the Company Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition ProposalAgreement.

Company Rights Agreement. The Board of Directors of the Company shall take all further actions action (in addition to those that referred to in Section 4.243.19) reasonably requested in writing by Parent (including redeeming the Company Rights immediately prior to the Effective Time or amending the Company Rights Agreement) in order to render the Company Rights inapplicable to this Agreement, the Merger and the other transactions contemplated by this Agreementhereby. Except as provided above with respect Prior to the Merger and the other transactions contemplated by this Agreement, the Board of Directors of the Company shall notEffective Time, without the prior written consent of Parent, amend, the Company will not take any action with respect to, or make any determination under, to amend the Company Rights Agreement (including a redemption of or to redeem the Company Rights) to facilitate an Acquisition Proposal.

Company Rights Agreement. The Board of Directors of the Company shall take all further actions (in addition to those referred to in Section 4.243.01(s)) reasonably requested by Parent in order to render the Company Rights inapplicable to this Agreement, the Merger and Merger, the other transactions contemplated by this Agreement and compliance with the terms of this Agreement. Except as provided above with respect to this Agreement, the Merger and the other transactions contemplated by this Agreement, the Board of Directors of the Company shall not, without the prior written consent of Parent, amend, modify, take any action with respect to, or make any determination under, the Company Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition ProposalAgreement.

Company Rights Agreement. The Company Board of Directors of the Company shall take all further actions (in addition to those referred to in Section 4.245.26(b)) reasonably requested by Parent in order to render the Company Rights inapplicable to the Merger and the other transactions contemplated by this Agreement. Except as provided above with respect to the Merger and the other transactions contemplated by this Agreement, the Board of Directors of Tender and Support Agreement and the Company shall nottransactions contemplated hereby and thereby, without including the prior written consent of Parent, amend, take any action with respect to, or make any determination under, Offer and the Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition ProposalMerger.

Company Rights Agreement. The Board of Directors of the Company shall take all further actions (in addition to those referred to in Section 4.243.01(s)) reasonably requested by Parent in order to render the Company Rights inapplicable to this Agreement, the Merger and Merger, the other transactions contemplated by this Agreement and compliance with the terms of this Agreement. Except as provided above with respect to this Agreement, the Merger and the other transactions contemplated by this Agreement, neither the Company nor the Board of Directors of the Company shall notshall, without the prior written consent of Parent, amend, modify, take any action with respect to, or make any determination under, the Company Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition ProposalAgreement.

Company Rights Agreement. The Company's Board of Directors of the Company ------------------------ shall take all further actions action (in addition to those that referred to in Section 4.244.1 (v)) reasonably requested in writing by Parent in order to render the Company Rights inapplicable to the Merger and the other transactions contemplated by this Agreement and the Shareholder Agreement. Except as provided above with respect to the Merger and the other transactions contemplated by this AgreementAgreement and the Shareholder Agreement and in Section 4.1(v), the Company's Board of Directors of shall not (a) amend the Company shall not, without the prior written consent of Parent, amend, Rights Agreement or (b) take any action with respect to, or make any determination under, the Company Rights Agreement (Agreement, including a redemption of the Company Rights) to facilitate an Acquisition Proposal.

Company Rights Agreement. The Board of Directors of the Company shall take all further actions (in addition to those referred to in Section 4.24) reasonably requested by Parent in order to render the Company Rights inapplicable to the Merger Stockholder Agreements, this Agreement and the other transactions contemplated by this Agreement. Except as provided above with respect to hereby and thereby, including the Merger Offer and the other transactions contemplated by this Agreement, the Board of Directors of the Company shall not, without the prior written consent of Parent, amend, take any action with respect to, or make any determination under, the Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition ProposalMerger.

Company Rights Agreement. The Board of Directors of the Company shall take all further actions (in addition to those referred to in Section 4.243.01(u)) reasonably requested by Parent in order to render the Company Rights inapplicable to the Merger this Agreement and the other transactions contemplated by this AgreementMerger. Except as provided above with respect to the Merger this Agreement and the other transactions contemplated by this AgreementMerger, neither the Company nor the Board of Directors of the Company shall notshall, without the prior written consent of Parent, amend, modify, take any action with respect to, or make any determination under, the Company Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition ProposalAgreement.

Company Rights Agreement. The Board of Directors of the Company shall take all further actions (in addition to those referred to in Section 4.243.01(r)) reasonably requested by Parent that are necessary in order to render the Company Rights inapplicable to the Merger and the other transactions contemplated by this AgreementMerger. Except as provided above with respect to the Merger and the other transactions contemplated by this AgreementMerger, the Board of Directors of the Company shall not, without the prior written consent of Parent, amend, modify, take any action with respect to, or make any determination under, the Company Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition ProposalAgreement.