Common use of Charter Amendment; Information/Proxy Statement Clause in Contracts

Charter Amendment; Information/Proxy Statement. (a) In order to consummate the Recapitalization, AWT, acting through the Board, shall, as promptly as reasonably practicable, in accordance with applicable Law and AWT's Certificate of Incorporation and Bylaws, duly approve and adopt an amendment to AWT's Certificate of Incorporation (the "Charter Amendment") substantially in the form of Exhibit B to this Agreement to increase the authorized capital stock of AWT in order to permit the consummation of the transactions contemplated by this Agreement. CGE and Anjou agree to vote for or give their written consent to AWT, as applicable, in respect of the Charter Amendment and any other amendment to the Restated Certificate of Incorporation necessary to consummate the transactions contemplated by this Agreement.