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No matching. If:
(a) ▇▇▇▇▇▇▇ has complied with clause 14.6 in relation to a Competing Proposal; and
(b) clause 14.6(a)(vii) applies, then:
(c) clause 14 (other than this clause 14.9) will cease to apply;
(d) the Exclusivity Period will end;
(e) Pushpay may enter into a binding implementation agreement or similar binding arrangement to implement, and Pushpay and the Board may take any action in respect of, any Competing Proposal; and
(f) either party may terminate this Agreement by notice in writing to the other party.
No matching. If Apax fails to provide a Counter Proposal within the Matching Period or the Board otherwise determines that the terms and conditions of the Counter Proposal taken as a whole are less favourable to Shareholders than those in the relevant Competing Proposal, then the Company may enter into a binding implementation agreement or similar binding arrangement in respect of a Competing Proposal, in which case the matching right under this agreement will end in respect of that Competing Proposal (with such Competing Proposal being a Superior Proposal for the purposes of this agreement).
No matching. If:
(a) the Target has complied with clause 14.6 and, if applicable, clause 14.7 in relation to a Competing Proposal; and
(b) clause 14.6(a)(vii) applies, then:
(c) clause 14 (other than this clause 14.9) will cease to apply;
(d) the Exclusivity Period will end;
(e) the Target may enter into a binding implementation agreement or similar binding arrangement to implement, and the Target and the Board may take any action in respect of, any Competing Proposal; and
(f) either party may terminate this agreement by notice to the other party.
No matching. If the Acquirer fails to provide a Counter Proposal within the Matching Period or the Board otherwise determines that the terms and conditions of the Counter Proposal taken as a whole are less favourable to Shareholders than those in the relevant Competing Proposal, then the Company may enter into a binding implementation agreement or similar binding arrangement in respect of a Competing Proposal, in which case the matching right under this agreement will end in respect of that Competing Proposal (with such Competing Proposal being a Superior Proposal for the purposes of this agreement).
No matching. If Meridian fails to provide a Counter Proposal within the Matching Period or the Board otherwise determines that the terms and conditions of the Counter Proposal taken as a whole are less favourable to Shareholders than those in the relevant Competing Proposal, then the Company may enter into a binding implementation agreement or similar binding arrangement in respect of a Competing Proposal, in which case the matching right under this Agreement will end in respect of that Competing Proposal (with such Competing Proposal being a Superior Proposal for the purposes of this Agreement).
No matching. If:
(a) the Company has complied with clause 13.6(c)(ii) and 13.7 in relation to a Competing Proposal; and
(b) clause 13.7(a)(vi) applies, then:
(c) clause 13 (other than this clause 13.10) will cease to apply;
(d) the Exclusivity Period will end;
(e) the Company may enter into a binding implementation agreement or similar binding arrangement to implement, and the Company and the relevant members of the Board may take any action in respect of, any Competing Proposal; and
(f) either party may terminate this agreement by notice in writing to the other party.
