Common use of Waiver of Certain Actions Clause in Contracts

Waiver of Certain Actions. Each Stockholder agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company, any of their respective affiliates or successors or any of their respective directors, managers or officers (a) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of this Agreement or the Merger Agreement (including any claim seeking to enjoin or delay the consummation of the Merger) or (b) alleging a breach of any duty of the Company Board of Directors in connection with the Merger Agreement, this Agreement, the Transactions or the transactions contemplated hereby.

Waiver of Certain Actions. Each Stockholder hereby agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company, any of their respective affiliates Affiliates or successors or any of their respective directors, managers or officers (a) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of this Agreement or the Merger Share Purchase and Contribution Agreement (including any claim seeking to enjoin or delay the consummation closing of the MergerTransactions) or (b) alleging a breach of any duty of the Company Board of Directors of Parent in connection with the Merger Share Purchase and Contribution Agreement, this Agreement, the Transactions Agreement or the transactions contemplated thereby or hereby.

Waiver of Certain Actions. Each Stockholder hereby agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any claimAction, derivative or otherwise, against Parent, Merger Sub, the Company, any of their respective affiliates or successors or any of their respective directors, managers its subsidiaries or officers successors: (a) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of this Agreement or the Merger Assignment Agreement (including any claim seeking to enjoin or delay any meeting held to vote upon the consummation of the Merger) Charter Amendments); or (b) to the fullest extent permitted under Law, alleging a breach of any duty of the board of directors of the Company Board of Directors in connection with the Merger Charter Amendments, Assignment Agreement, this Agreement, the Transactions or the transactions contemplated thereby or hereby.

Waiver of Certain Actions. Each Stockholder agrees not to commence or participate in, and to take all actions necessary to opt out of in any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company, any of their respective affiliates or successors or any of their respective directors, managers or officers (a) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of this Agreement or Agreement, the Merger Agreement (including any claim seeking to enjoin or delay the consummation of the Merger) or the Convertible Note Purchase Agreement or (b) alleging a breach of any duty of the Company Board of Directors in connection with the Merger Agreement, this Agreement, the Transactions Convertible Note Purchase Agreement or the transactions contemplated thereby or hereby.

Waiver of Certain Actions. Each Stockholder hereby agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company, Company any of their respective affiliates Affiliates or successors or any of their respective directors, managers or officers (a) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of this Agreement or the Merger Agreement (including any claim seeking to enjoin or delay the consummation closing of the MergerMergers) or (b) alleging a breach of any duty of the Company Board of Directors of Parent in connection with the Merger Agreement, this Agreement, the Transactions Agreement or the transactions contemplated thereby or hereby.

Waiver of Certain Actions. Each The Stockholder hereby agrees that (a) it shall not to commence or participate in, or facilitate, assist or encourage and to (b) it shall take all actions reasonably necessary to opt out of any class in any class action with respect to, in each of cases (a) and (b), any claim, derivative or otherwise, against Parent, Merger Subthe Investors, the Company, any of their respective affiliates or successors Company or any of their respective Affiliates, successors, directors, managers or officers (ai) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of this Agreement or the Merger Agreement (including any claim seeking to enjoin or delay the consummation of the Merger) or (bii) alleging a breach of any duty of the Company Company’s Board of Directors in connection with the Merger Investment Agreement, this Agreement, the Transactions Agreement or the transactions contemplated thereby or hereby.