Common use of Capacity as Stockholder Clause in Contracts

Capacity as Stockholder. Each Stockholder signs this Agreement solely in such Stockholder’s capacity as a stockholder of the Company, and not, if applicable, in such Stockholder’s capacity as a director, officer or employee of the Company. Nothing herein shall in any way restrict a director or officer of the Company in the taking of any actions (or failure to act) in his or her capacity as a director or officer of the Company, or in the exercise of his or her fiduciary duties as a director or officer of the Company, or prevent or be construed to create any obligation on the part of any director or officer of the Company from taking any action in his or her capacity as such director or officer, and no action taken in any such capacity as an officer or director of the Company shall be deemed to constitute a breach of this Agreement, provided, that, for the avoidance of doubt, nothing herein shall be understood to relieve any party to the Merger Agreement of any obligation under, or of any liability for breach of any provision of, the Merger Agreement.

Capacity as Stockholder. Each Stockholder signs this Agreement solely in such Stockholder’s capacity as a stockholder of the Company, and not, if applicable, in such Stockholder’s capacity as a director, officer or employee of the Company. Nothing herein shall in any way restrict a director or officer of the Company in the taking of any actions (or failure to act) in his or her their capacity as a director or officer of the Company, or in the exercise of his or her their fiduciary duties as a director or officer of the Company, or prevent or be construed to create any obligation on the part of any director or officer of the Company from taking any action in his or her their capacity as such director or officer, and no action taken in any such capacity as an officer or director of the Company shall be deemed to constitute a breach of this Agreement, provided, ; provided that, for the avoidance of doubt, nothing herein shall be understood to relieve any party to the Merger Agreement of any obligation under, or of any liability for breach of any provision of, the Merger Agreement.

Capacity as Stockholder. Each Stockholder signs this Agreement solely in such Stockholder’s capacity as a stockholder of the Company, and not, if applicable, in such Stockholder’s capacity as a director, officer or employee of the Company. Nothing herein shall in any way restrict a director or officer of the Company in the taking of any actions (or failure to act) in his or her capacity as a director or officer of the Company, or in the exercise of his or her fiduciary duties as a director or officer of the Company, or prevent or be construed to create any obligation on the part of any director or officer of the Company from taking any action in his or her capacity as such director or officer, and no action taken in any such capacity as an officer or director of the Company shall be deemed to constitute a breach of this Agreement, provided, ; provided that, for the avoidance of doubt, nothing herein shall be understood to relieve any party to the Merger Agreement of any obligation under, or of any liability for breach of any provision of, the Merger Agreement.

Capacity as Stockholder. Each Stockholder signs this Agreement solely in such Stockholder’s capacity as a stockholder of the Company, and not, if applicable, not in such Stockholder’s capacity as a director, officer or employee of the CompanyCompany or any Company subsidiary. Nothing Notwithstanding anything herein to the contrary, nothing herein shall in any way restrict a director or officer of the Company in the taking of any actions (or failure to act) in his or her capacity as a director or officer of the Company, or in the exercise of his or her fiduciary duties as a director or officer of the Company, or prevent or be construed to create any obligation on the part of any director or officer of the Company from taking any action in his or her capacity as such director or officer. Notwithstanding anything to the contrary contained herein but subject in all cases to all obligations imposed by the Merger Agreement, and no neither any action taken solely in any such capacity as an officer or director of the Company nor any action taken by the Company shall be deemed to constitute a breach of this Agreement, provided, that, for and the avoidance of doubt, nothing herein Company shall not be understood to relieve restricted or bound by this Agreement in any party to the Merger Agreement of any obligation under, or of any liability for breach of any provision of, the Merger Agreementrespect.

Capacity as Stockholder. Each The Stockholder signs this Agreement solely in such the Stockholder’s capacity as a stockholder of the Company, and not, if applicable, not in such the Stockholder’s capacity as a director, officer or employee of the CompanyCompany or any Company subsidiary. Nothing Notwithstanding anything herein to the contrary, nothing herein shall in any way restrict a director or officer of the Company in the taking of any actions (or failure to act) in his or her capacity as a director or officer of the Company, or in the exercise of his or her fiduciary duties as a director or officer of the Company, or prevent or be construed to create any obligation on the part of any director or officer of the Company from taking any action in his or her capacity as such director or officer. Notwithstanding anything to the contrary contained herein but subject in all cases to all obligations imposed by the Merger Agreement, and no neither any action taken solely in any such capacity as an officer or director of the Company nor any action taken by the Company shall be deemed to constitute a breach of this Agreement, provided, that, for and the avoidance of doubt, nothing herein Company shall not be understood to relieve restricted or bound by this Agreement in any party to the Merger Agreement of any obligation under, or of any liability for breach of any provision of, the Merger Agreementrespect.

Capacity as Stockholder. Each Stockholder signs this Agreement solely in such Stockholder’s capacity as a stockholder of the Company, and not, if applicable, in such Stockholder’s capacity as a director, officer or employee of the Company. Nothing Without limiting Parent’s and Xxxxxx Sub’s rights under the Merger Agreement, nothing herein shall in any way restrict a director or officer of the Company in the taking of any actions (or failure to act) in his or her capacity as a director or officer of the Company, or in the exercise of his or her fiduciary duties as a director or officer of the Company, or prevent or be construed to create any obligation on the part of any director or officer of the Company from taking any action in his or her capacity as such director or officer, and no action taken in any such capacity as an officer or director of the Company shall be deemed to constitute a breach of this Agreement, provided, ; provided that, for the avoidance of doubt, nothing herein shall be understood to relieve any party to the Merger Agreement of any obligation under, or of any liability for breach of any provision of, the Merger Agreement.

Capacity as Stockholder. Each Stockholder signs this Agreement solely in such Stockholder’s capacity as a stockholder of the CompanyParent, and not, if applicable, in such Stockholder’s capacity as a director, officer or employee of the CompanyParent. Nothing herein shall in any way restrict a director or officer of the Company Parent in the taking of any actions (or failure to act) in his or her capacity as a director or officer of the CompanyParent, or in the exercise of his or her fiduciary duties as a director or officer of the CompanyParent, or prevent or be construed to create any obligation on the part of any director or officer of the Company Parent from taking any action in his or her capacity as such director or officer, and no action taken in any such capacity as an officer or director of the Company Parent shall be deemed to constitute a breach of this Agreement, provided, that, for the avoidance of doubt, nothing herein shall be understood to relieve any party to the Merger Cooperation Agreement of any obligation under, or of any liability for breach of any provision of, the Merger Cooperation Agreement.