Common use of Enabling Action Clause in Contracts

Enabling Action. (a) If any amendment to the Articles and/or of the Bylaws of the Company, or any other action requiring the vote, consent or approval of the shareholders of the Company, is required in order to make permissible or lawful any of the purchases of its own Shares which the Company may be obligated or entitled to make in accordance with the terms of this Agreement, then the Employee Shareholders agree to vote all Employee Shares then held by them in favor of, or shall consent in writing to, such amendment or action, whether such amendment or action is voted upon or consented to at, prior to or after the time of such purchase or purchases by the Company. (b) The foregoing agreement by the Employee Shareholders to vote their Employee Shares in a certain manner shall be deemed, in each instance, to include an agreement by each Employee Shareholder to use his best efforts to take all actions necessary to call, or cause the Company and the appropriate officers and directors of the Company to call, as promptly as practicable, a special meeting of the shareholders or to act by written consent. (c) When any action is required to be taken by an Employee Shareholder pursuant to this Agreement, such Employee Shareholder shall take all steps necessary to implement such action, including calling a special meeting of shareholders or executing or causing to be executed one or more consents in writing in lieu of a meeting of the shareholders, in each case as promptly as practical.

Enabling Action. (a) If any amendment to the Articles Certificate and/or of the Bylaws of the Company, or any other action requiring the vote, consent or approval of the shareholders of the Company, is required in order to make permissible or lawful any of the purchases of its own Shares which the Company may be obligated or entitled to make in accordance with the terms of this Agreement, then the Employee Shareholders agree to vote all Employee Shares then held by them in favor of, or shall consent in writing to, such amendment or action, whether such amendment or action is voted upon or consented to at, prior to or after the time of such purchase or purchases by the Company. (b) The foregoing agreement by the Employee Shareholders to vote their Employee Shares in a certain manner shall be deemed, in each instance, to include an agreement by each Employee Shareholder to use his best efforts to take all actions necessary to call, or cause the Company and the appropriate officers and directors of the Company to call, as promptly as practicable, a special meeting of the shareholders or to act by written consent. (c) When any action is required to be taken by an Employee Shareholder pursuant to this Agreement, such Employee Shareholder shall take all steps necessary to implement such action, including calling a special meeting of shareholders or executing or causing to be executed one or more consents in writing in lieu of a meeting of the shareholders, in each case as promptly as practical.