Common use of Matters Clause in Contracts

Matters. Prior to the Offer Closing, the Company (acting through the compensation committee of the Company Board) shall take all such steps as may be reasonably required to cause each agreement, arrangement or understanding entered into by the Company or a Subsidiary of the Company on or after the date hereof with any of its officers, directors or employees who are also stockholders of the Company pursuant to which consideration is paid to such officer, director or employee in connection with the transactions contemplated by this Agreement to be approved as an “employment compensation, severance or other employee benefit arrangement” within the meaning of Rule 14d-10(d)(1) under the Exchange Act and to satisfy the requirements of the non-exclusive safe harbor set forth in Rule 14d-10(d) under the Exchange Act.

Matters. Prior to the Offer Closing, the Company (acting through the compensation committee of the Company Board) shall take all such steps as may be reasonably required to cause each agreement, arrangement or understanding entered into by the Company or a Subsidiary of the Company on or after the date hereof with any of its officers, directors or employees who are also stockholders of the Company pursuant to which consideration is paid to such officer, director or employee in connection with the transactions contemplated by this Agreement to be approved as an “employment compensation, severance or other employee benefit arrangement” within the meaning of Rule 14d-10(d)(1) under the Exchange Act and to satisfy the requirements of the non-exclusive safe harbor set forth in Rule 14d-10(d) under the Exchange Act.

Matters. Prior to the Offer Closing, the Company (acting through the compensation committee of the Company Board) shall take all such steps as may be reasonably required to cause each agreement, arrangement or understanding Contract entered into by the Company or a Subsidiary of the Company on or after the date hereof with any of its officers, directors or employees who are also stockholders of the Company pursuant to which consideration is paid to such officer, director or employee in connection with the transactions contemplated by this Agreement to be approved as an “employment compensation, severance or other employee benefit arrangement” within the meaning of Rule 14d-10(d)(1) under the Exchange Act and to satisfy the requirements of the non-exclusive safe harbor set forth in Rule 14d-10(d) under the Exchange Act.

Matters. Prior to the Offer Closing, the Company (acting through the compensation committee of the Company Board) shall take all such steps as may be reasonably required to cause each agreement, arrangement or understanding entered into by the Company or a Subsidiary of the Company on 26995100v.1 or after the date hereof with any of its officers, directors or employees who are also stockholders of the Company pursuant to which consideration is paid to such officer, director or employee in connection with the transactions contemplated by this Agreement to be approved as an “"employment compensation, severance or other employee benefit arrangement” " within the meaning of Rule 14d-10(d)(1) under the Exchange Act and to satisfy the requirements of the non-exclusive safe harbor set forth in Rule 14d-10(d) under the Exchange Act.

Matters. Prior to the Offer Closing, the Company (acting through the compensation committee of the Company Board) shall take all such steps as may be reasonably required to cause each agreement, arrangement or understanding Contract entered into by the Company or a Subsidiary of the Company on or after the date hereof with any of its officers, directors or employees who are also stockholders of the Company pursuant to which consideration is paid to such officer, director or employee in connection with the transactions contemplated by this Agreement to be approved as an “"employment compensation, severance or other employee benefit arrangement” " within the meaning of Rule 14d-10(d)(1) under the Exchange Act and to satisfy the requirements of the non-exclusive safe harbor set forth in Rule 14d-10(d) under the Exchange Act.

Matters. Prior to the Offer Closing, the Company (acting through the compensation committee of the Company Board) shall take all such steps as may be reasonably required to cause each agreement, arrangement Contract or understanding entered into by the Company or a Subsidiary any of the Company its Subsidiaries on or after the date hereof with any of its officers, directors directors, managers or employees who are also stockholders of the Company pursuant to which consideration is paid to such officer, director director, manager or employee in connection with the transactions contemplated by this Agreement to be approved as an “employment compensation, severance or other employee benefit arrangement” within the meaning of Rule 14d-10(d)(1) under the Exchange Act and to satisfy the requirements of the non-exclusive safe harbor set forth in Rule 14d-10(d) under the Exchange Act.

Matters. Prior to the Offer Closing, the Company (acting through the compensation committee of the Company Board) shall take all such steps as may be reasonably required to cause each agreement, arrangement arrangement, or understanding entered into by the Company or a Subsidiary of the Company on or after the date hereof with any of its officers, directors directors, or employees who are also stockholders of the Company pursuant to which consideration is paid to such officer, director director, or employee in connection with the transactions contemplated by this Agreement to be approved as an “employment compensation, severance severance, or other employee benefit arrangement” within the meaning of Rule 14d-10(d)(1) under the Exchange Act and to satisfy the requirements of the non-exclusive safe harbor set forth in Rule 14d-10(d) under the Exchange Act.