NO ADVERSE EFFECT ON POOLING OF INTERESTS. Any benefits provided to the Executive under this Agreement may be reduced or eliminated to the extent necessary, in the reasonable judgment of the Board, to enable the Company to account for a merger, consolidation or similar transaction as a pooling of interests; provided that (i) the Board shall have exercised such judgment and approved the reduction by a vote of at least two-thirds (2/3) of the directors then in office, (ii) the Board shall have given the Executive written notice thereof prior to the Effective Date and (iii) the determination of the Board shall be supported by the Company's independent auditors.
Appears in 13 contracts
Samples: Employment Continuity Agreement (Lendingtree Inc), Employment Continuity Agreement (Lendingtree Inc), Employment Continuity Agreement (Lendingtree Inc)
