NSS and SummitSub Shareholder Approval. The shareholders of NSS, at the meeting contemplated by this Agreement, shall have authorized and approved the Reorganization and this Agreement and all transactions contemplated by this Agreement as and to the extent required by all applicable laws and regulations and the provisions of NSS's Certificate of Incorporation and By-Laws, and, in the event Summit has elected to effect the Reorganization as a merger pursuant to Section 1.01(a)(2), the sole shareholder of SummitSub shall have authorized and approved the Reorganization and this Agreement and all transactions contemplated by this Agreement as and to the extent required by all applicable laws and regulations and the provisions of SummitSub's certificate or articles of incorporation and by-laws. The receipt of the documents required by this Article VIII by NSS shall in no way constitute a waiver by NSS of any of the provisions of or its rights under this Agreement.
