Comet Stockholders Approval. Comet shall take all action in accordance with the DGCL and the Comet Certificate and the Comet Bylaws necessary to either (i) duly call, give notice of, convene and hold a special meeting of Comet Stockholders or (ii) without a meeting, without prior notice, and without a vote, obtain the written consents of the Comet Stockholders under Sections 228 and 262(d)(2) of the DGCL (either, the "COMET STOCKHOLDERS APPROVAL") on the earliest practicable date determined in consultation with FindWhat to consider and vote upon or consent to approval of (i) the Merger, (ii) this Agreement, (iii) the Escrow Agreement, (iv) the appointment of the Shareholders' Agent, and (v) the other transactions contemplated hereby and thereby. Comet shall take all lawful actions to solicit the approval of the Merger, this Agreement, the Escrow Agreement and the transactions contemplated hereby and thereby, by the Comet Stockholders, and the board of directors of Comet shall recommend approval of the Merger, this Agreement, the Escrow Agreement and the transactions contemplated hereby by the Comet Stockholders.
