Common use of Stockholder Meeting; Proxy Material Clause in Contracts

Stockholder Meeting; Proxy Material. (a) If the Stockholder Vote is required by Law in order to consummate the Merger, the Company shall take all action necessary to duly call, give notice of, convene and hold a meeting of its stockholders (the “Company Stockholder Meeting”) for the purpose of obtaining the approval of the Merger and the adoption of this Agreement by the Company stockholders in accordance with applicable Law and as provided in this Agreement as promptly as reasonably practicable following the Expiration Date.

Stockholder Meeting; Proxy Material. (a) If the Stockholder Vote is required by Law in order to consummate the Merger, the The Company shall take all action necessary to duly call, give notice of, convene and hold cause a meeting of its stockholders (the “Company Stockholder Meeting”"COMPANY STOCKHOLDER MEETING") for the purpose of obtaining the approval of the Merger to be duly called and the adoption of this Agreement by the Company stockholders in accordance with applicable Law and held as provided in this Agreement as promptly soon as reasonably practicable following the Expiration Date.consummation of the Offer for the purpose of voting on the approval and adoption of this Agreement, unless a vote shall not

Stockholder Meeting; Proxy Material. (a) If the Stockholder Vote is required by Law in order to consummate the Merger, the The Company shall take all action necessary to duly call, give notice of, convene and hold cause a meeting of its stockholders (the “Company Stockholder Meeting”"COMPANY STOCKHOLDER MEETING") to be duly called and held as soon as reasonably practicable for the purpose of obtaining voting on the approval of the Merger and the adoption of this Agreement by and the Company stockholders in accordance with applicable Law and as provided in this Agreement as promptly as reasonably practicable following the Expiration Date.Merger. The Board of

Stockholder Meeting; Proxy Material. (a) If the Stockholder Vote is required by Law in order to consummate the Merger, the The Company shall take all action necessary to duly call, give notice of, convene and hold cause a meeting of its stockholders (the “"Company Stockholder Meeting”") to be duly called and held as soon as reasonably practicable for the purpose of obtaining voting on the approval of the Merger and the adoption of this Agreement and the Mergers. The Board of Directors shall, subject to its fiduciary duties as advised by counsel, recommend approval and adoption by the Company Company's stockholders in accordance with applicable Law and as provided in of this Agreement as promptly as reasonably practicable following and the Expiration DateMergers.

Stockholder Meeting; Proxy Material. (a) If the Stockholder Vote is required by Law in order Subject to consummate the MergerSection 5.03(b), the Company shall take all action necessary to duly call, give notice of, convene and hold cause a meeting of its stockholders Stockholders (the “"Company Stockholder Meeting”") to be duly called and held as soon as reasonably practicable for the purpose of obtaining voting on the approval of the Merger and the adoption of this Agreement and the Merger. Subject to Section 5.03(b), the Board of Directors of the Company shall recommend approval and adoption of this Agreement and the Merger by the Company stockholders in accordance with applicable Law and as provided in this Agreement as promptly as reasonably practicable following the Expiration DateStockholders.

Stockholder Meeting; Proxy Material. (a) If the Stockholder Vote is required by Law in order to consummate the Merger, the The Company shall take all action necessary to duly call, give notice of, convene and hold cause a meeting of its stockholders (the “"Company Stockholder Meeting”") to be duly called and held as soon as reasonably practicable for the purpose of obtaining voting on the approval of the Merger and the adoption of this Agreement and the Merger. The Board of Directors, subject to its fiduciary duties under applicable law and, if an Acquisition Proposal is received, Section 6.04, shall recommend approval and adoption of this Agreement and the Merger by the Company stockholders in accordance with applicable Law and as provided in this Agreement as promptly as reasonably practicable following the Expiration Date.Company's stockholders. After any public disclosure of an Acquisition Proposal having been received by

Stockholder Meeting; Proxy Material. (a) If the Stockholder Vote is required by Law in order to consummate the Merger, the The Company shall take all action necessary to duly call, give notice of, convene and hold cause a meeting of its stockholders (the “"Company Stockholder Meeting”") to be duly called and held as soon as reasonably practicable for the purpose of obtaining voting on the approval and adoption of this Agreement and the Merger and the transactions contemplated by the Purchase Agreement, unless a vote of stockholders of the Company is not required by Delaware Law. The Directors of the Company shall, subject to their fiduciary duties as advised by counsel, recommend approval and adoption by the Company's stockholders of this Agreement by and the Company stockholders in accordance with applicable Law Merger and as provided in this Agreement as promptly as reasonably practicable following the Expiration Date.the