Common use of Mutual Understanding Regarding Amendments Clause in Contracts

Mutual Understanding Regarding Amendments. The parties agree that if ALCATEL or NEWBRIDGE, as the case may be, propose any amendment or amendments to this Agreement or to the Plan of Arrangement, the other will act reasonably in considering such amendment and if the other and its security holders are not prejudiced by reason of any such amendment the other will co-operate in a reasonable fashion with ALCATEL or NEWBRIDGE, as the case may be, so that such amendment can be effected subject to applicable Laws and the rights of the security holders. Without limiting the generality of the foregoing, ALCATEL shall, acting reasonably, consider in good faith any proposal from NEWBRIDGE made within 7 Business Days hereof regarding the attributes of the Exchangeable Shares and ancillary rights (including the outside date of their redemption and whether the holders thereof can indirectly possess any voting rights at the ALCATEL level or other features of the Arrangement), but the decision to modify any of such attributes shall be in the sole discretion of ALCATEL.