Common use of Fiduciary Responsibilities of the Board of Directors Clause in Contracts

Fiduciary Responsibilities of the Board of Directors. Nothing contained in this Agreement shall, or shall be deemed or construed to, be in derogation of the obligations of the Board of Directors to exercise its fiduciary duties. Without limiting the foregoing, nothing contained herein shall be deemed or construed to suggest or imply that the Board of Directors shall not be entitled to reject any offer to acquire the Company or to recommend that stockholders of the Company reject any offer, or to take any other action, with respect to any offer or any proposal to acquire the Company that the Board of Directors believes is necessary or appropriate in the exercise of such fiduciary duties.

Appears in 3 contracts

Samples: Stockholder Protection Rights Agreement (Optical Cable Corp), Stockholder Protection Rights Agreement (Optical Cable Corp), Stockholder Rights Agreement (General Moly, Inc)

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Fiduciary Responsibilities of the Board of Directors. Nothing contained in this Agreement shall, or shall be deemed or construed to, be in derogation of the obligations of the Board of Directors of the Company to exercise its fiduciary duties. Without limiting the foregoing, nothing contained herein shall be deemed or construed to suggest or imply that the Board of Directors of the Company shall not be entitled to reject any offer to acquire the Company or to recommend that stockholders of the Company reject any offer, or to take any other action, with respect to any offer or any proposal to acquire the Company that the Board of Directors believes is necessary or appropriate in the exercise of such fiduciary duties.

Appears in 3 contracts

Samples: Stockholder Protection Rights Agreement (Ca, Inc.), Stockholder Protection Rights Agreement (Ca, Inc.), Stockholder Protection Rights Agreement (Ca, Inc.)

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Fiduciary Responsibilities of the Board of Directors. Nothing contained in this Agreement shall, or shall be deemed or construed to, be in derogation of the obligations of the Board of Directors to exercise its fiduciary duties. Without limiting the foregoing, nothing contained herein shall be deemed or construed to suggest or imply that the Board of Directors shall not be entitled to reject any offer offer to acquire the Company or to recommend that stockholders of the Company reject any offeroffer, or to take any other action, with respect to any offer offer or any proposal to acquire the Company that the Board of Directors believes is necessary or appropriate in the exercise of such fiduciary duties.

Appears in 1 contract

Samples: Stockholder Protection Rights Agreement

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