Common use of Stockholder Meeting Clause in Contracts

Stockholder Meeting. The Company shall cause a meeting of its stockholders (the "Company Stockholder Meeting") to be duly called and held, as soon as reasonably practicable following the date hereof, for the purpose of voting on the approval and adoption of this Agreement and the Merger. Subject to Section 7.04, the Board of Directors of the Company shall recommend approval and adoption of this Agreement and the Merger by the Company's stockholders and shall not withdraw such recommendation.

Stockholder Meeting. The Company shall cause call a meeting of its stockholders (the "Company Stockholder Meeting") to be duly called and held, held as soon promptly as reasonably practicable following the date hereof, for the purpose of considering and voting on the approval and adoption of upon this Agreement and the Merger. Subject to Section 7.04, the The Board of Directors of the Company shall shall, unless otherwise required in accordance with their fiduciary duties to the stockholders of the Company, recommend approval and adoption that the stockholders of the Company approve this Agreement and the Merger by the Company's stockholders and shall not withdraw such recommendationMerger.

Stockholder Meeting. The Company shall cause call a meeting of its stockholders (the "Company Stockholder Meeting") to be duly called and held, held as soon promptly as reasonably practicable following the date hereof, for the purpose of voting on the approval and adoption of upon this Agreement and the Mergerrelated matters. Subject to Section 7.04The Company will, the Board of Directors of through the Company shall Board recommend to its stockholders approval of such matters; PROVIDED, HOWEVER, that the Company Board may withdraw its recommendation if the Company Board by a majority vote determines in its good faith judgment, after consultation with and adoption based upon the advice of this Agreement and the Merger by the Company's independent legal counsel, that it is necessary to do so to comply with its fiduciary duties to stockholders and shall not withdraw such recommendationunder applicable law.

Stockholder Meeting. The Company shall cause call a meeting of its stockholders (the "Company Stockholder MeetingSTOCKHOLDER MEETING") ), to be duly called held as promptly as practicable in accordance with applicable law and held, as soon as reasonably practicable following the date hereof, its corporate charter and bylaws for the purpose of voting on upon the adoption and approval and adoption of this Agreement and the Mergertransactions contemplated hereby (the "STOCKHOLDER APPROVAL"). Subject to Section 7.04, Except as otherwise required by the fiduciary duties of its Board of Directors (as determined in good faith by such Board following the receipt of advice of its outside legal counsel to such effect) and in accordance with Section 6.2 of this Agreement, the Company shall recommend approval and adoption of this Agreement and the Merger by the Company's stockholders and shall not withdraw such recommendation.will,

Stockholder Meeting. The Company shall cause a meeting of its stockholders (the "Company Stockholder Meeting") to be duly called and held, as soon as reasonably practicable following held after the date hereof, purchase of and payment for the shares of Company Common Stock pursuant to the Offer for the purpose of voting on the approval and adoption of this Agreement and the Merger. Subject to Section 7.04, the Board of Directors of the Company shall recommend approval and adoption of this Agreement and the Merger by the Company's stockholders and shall not withdraw such recommendation.

Stockholder Meeting. The Company shall cause call a meeting of its stockholders (the "Company Stockholder Meeting") to be duly called and held, held as soon promptly as reasonably practicable following the date hereof, for the purpose of voting on the approval and adoption of upon this Agreement and the Mergerrelated matters. Subject to Section 7.04The Company will, the Board of Directors of through the Company shall Board recommend to its stockholders approval of such matters; provided, however, that the Company Board may withdraw its recommendation if the Company Board by a majority vote determines in its good faith judgment, after consultation with and adoption based upon the advice of this Agreement and the Merger by the Company's independent legal counsel, that it is necessary to do so to comply with its fiduciary duties to stockholders and shall not withdraw such recommendationunder applicable law.

Stockholder Meeting. The Company shall cause a meeting of its stockholders (the "Company Stockholder MeetingCOMPANY STOCKHOLDER MEETING") to be duly called and held, as soon as reasonably practicable following the date hereof, for the purpose of voting on the approval and adoption of this Agreement and the Merger. Subject to Section SECTION 7.04, the Board of Directors of the Company shall recommend approval and adoption of this Agreement and the Merger by the Company's stockholders and shall not withdraw such recommendation.

Stockholder Meeting. The Company shall cause call a meeting of its stockholders (the "Company Stockholder Meeting") to be duly called and held, held as soon promptly as reasonably practicable following the date hereof, for the purpose of considering and voting on the approval and adoption of upon this Agreement and the MergerMerger and a proposal to amend the Company's Amended and Restated Certificate of Incorporation to delete Article 5 therefrom (the "Company Charter Proposal"). Subject to Section 7.04, the The Board of Directors of the Company shall shall, unless otherwise required in accordance with their fiduciary duties to the stockholders of the Company, recommend approval and adoption that the stockholders of the Company approve this Agreement and the Merger by and the Company's stockholders and shall not withdraw such recommendationCompany Charter Proposal.

Stockholder Meeting. (a) The Company shall cause a meeting ------------------- of its stockholders (the "Company Stockholder Meeting") to be duly called and held, as soon as reasonably practicable following --------------------------- held after the date hereof, purchase of and payment for the shares of Company Common Stock pursuant to the offer for the purpose of voting on the approval and adoption of this Agreement and the Merger. Subject to Section 7.04, the Board of Directors ------------ of the Company shall recommend approval and adoption of this Agreement and the Merger by the Company's stockholders and shall not withdraw such recommendation.

Stockholder Meeting. The Company shall cause a meeting of its stockholders (the "Company Stockholder Meeting") to be duly called and held, as soon as reasonably practicable following held after the date hereof, purchase of and payment for the shares of Company Common Stock pursuant to the Offer for the purpose of voting on the approval and adoption of this Agreement and the Merger, if such meeting is required. Subject to Section 7.04, the Board of Directors of the Company shall recommend approval and adoption of this Agreement and the Merger by the Company's stockholders and shall not withdraw such recommendation.