Common use of Tender Offers, Etc Clause in Contracts

Tender Offers, Etc. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to Orbital Common Shares (an "Offer") is proposed by Orbital or is proposed to Orbital or its stockholders and is recommended by the Board of Directors of Orbital, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of Orbital, Orbital will use all commercially reasonable efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares to participate in such Offer to the same extent and on an economically equivalent basis as the holders of Orbital Common Shares, without discrimination. Without limiting the generality of the foregoing, Orbital will use all commercially reasonable efforts expeditiously and in good faith to ensure that holders of Exchangeable Shares may participate in all such Offers without being required to retract Exchangeable Shares as against the Corporation (or, if so required, to ensure that any such retraction shall be effective only upon, and shall be conditional upon, the closing of the Offer and only to the extent necessary to tender or deposit to the Offer).

Tender Offers, Etc. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to Orbital ACT Common Shares Stock (an "Offer") is proposed by Orbital ACT or is proposed to Orbital ACT or its stockholders and is recommended by the Board of Directors of Orbital, ACT or is otherwise effected or to be effected with the consent or approval of the Board of Directors of OrbitalACT, Orbital ACT will use all commercially reasonable efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares to participate in such Offer to the same extent and on an economically equivalent basis as the holders of Orbital ACT Common SharesStock, without discrimination. Without limiting the generality of the foregoing, Orbital ACT will use all commercially reasonable efforts expeditiously and in good faith to ensure that holders of Exchangeable Shares may participate in all such Offers without being required to retract Exchangeable Shares as against the Corporation ACTsub (or, if so required, to ensure that any such retraction shall be effective only upon, and shall be conditional upon, the closing of the Offer and only to the extent necessary to tender or deposit to the Offer).

Tender Offers, Etc. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to Orbital Parent Common Shares Stock (each, an "Offer") is proposed by Orbital the Parent or is proposed to Orbital the Parent or its stockholders shareholders and is recommended by the Parent Board of Directors of OrbitalDirectors, or is otherwise effected or to be effected with the consent or approval of the Parent Board of Directors of OrbitalDirectors, Orbital the Parent will use all commercially reasonable efforts (to the extent, in the case of an Offer by a third party, within its control) expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares to participate in such Offer to the same extent and on an economically equivalent basis as the holders of Orbital shares of Parent Common SharesStock, without discrimination. Without limiting the generality of the foregoing, Orbital the Parent will use all commercially reasonable efforts expeditiously and in good faith to ensure that holders of Exchangeable Shares may participate in all such Offers without being required to retract Exchangeable Shares as against the Corporation (or, if so required, to ensure that any such retraction shall be effective only upon, and shall be conditional upon, the closing of the Offer and only to the extent necessary to tender or deposit to the Offer).

Tender Offers, Etc. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to Orbital 3-D Common Shares (an "Offer") is proposed by Orbital 3-D or is proposed to Orbital 3-D or its stockholders and is recommended by the Board board of Directors directors of Orbital3-D, or is otherwise effected or to be effected with the consent or approval of the Board board of Directors directors of Orbital3-D, Orbital 3-D will use all commercially reasonable efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares to participate in such Offer to the same extent and on an economically equivalent basis as the holders of Orbital 3-D Common Shares, without discrimination. Without limiting the generality of the foregoing, Orbital 3-D will use all commercially reasonable efforts expeditiously and in good faith to ensure that holders of Exchangeable Shares may participate in all such Offers without being required to retract Exchangeable Shares as against the Corporation (or, if so required, to ensure that any such retraction shall be effective only upon, and shall be conditional upon, the closing of the Offer and only to the extent necessary to tender or deposit to the Offer).

Tender Offers, Etc. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to Orbital Applied Common Shares Stock (an "Offer") is proposed by Orbital Applied or is proposed to Orbital Applied or its stockholders and is recommended by the Board of Directors of OrbitalApplied, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of OrbitalApplied, Orbital Applied will use all commercially reasonable efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares to participate in such Offer to the same extent and on an economically equivalent basis as the holders of Orbital Applied Common SharesStock, without discrimination. Without limiting the generality of the foregoing, Orbital Applied will use all commercially reasonable efforts expeditiously and in good faith to ensure that holders of Exchangeable Shares may participate in all such Offers without being required to retract Exchangeable Shares as against the Corporation (or, if so required, to ensure that any such retraction shall be effective only upon, and shall be conditional upon, the closing of the Offer and only to the extent necessary to tender or deposit to the Offer).

Tender Offers, Etc. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to Orbital Parent Common Shares Stock (each, an "Offer") is proposed by Orbital the Parent or is proposed to Orbital the Parent or its stockholders shareholders and is recommended by the Parent Board of Directors of OrbitalDirectors, or is otherwise effected or to be effected with the consent or approval of the Parent Board of Directors of OrbitalDirectors, Orbital the Parent will use all commercially reasonable efforts (to the extent, in the case of an offer by a third party, within its control) expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares to participate in such Offer to the same extent and on an economically equivalent basis as the holders of Orbital shares of Parent Common SharesStock, without discrimination. Without limiting the generality of the foregoing, Orbital the Parent will use all commercially reasonable efforts expeditiously and in good faith to ensure that holders of Exchangeable Shares may participate in all such Offers without being required to retract Exchangeable Shares as against the Corporation (or, if so required, to ensure that any such retraction shall be effective only upon, and shall be conditional upon, the closing of the Offer and only to the extent necessary to tender or deposit to the Offer).

Tender Offers, Etc. In the event that a tender offer, share exchange ------------------ offer, issuer bid, take-over bid or similar transaction with respect to Orbital Entrust Common Shares (an "Offer") is proposed by Orbital Entrust or is proposed to Orbital Entrust or its stockholders and is recommended by the Board board of Directors directors of OrbitalEntrust, or is otherwise effected or to be effected with the consent or approval of the Board board of Directors directors of OrbitalEntrust, Orbital Entrust will use all commercially reasonable efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares to participate in such Offer to the same extent and on an economically equivalent basis as the holders of Orbital Entrust Common Shares, without discrimination. Without limiting the generality of the foregoing, Orbital Entrust will use all commercially reasonable efforts expeditiously and in good faith to ensure that holders of Exchangeable Shares may participate in all such Offers without being required to retract Exchangeable Shares as against the Corporation (or, if so required, to ensure that any such retraction shall be effective only upon, and shall be conditional upon, the closing of the Offer and only to the extent necessary to tender or deposit to the Offer).