Common use of Stockholder Approval of Certain Payments Clause in Contracts

Stockholder Approval of Certain Payments. Any agreements or arrangements that may result in the payment of any amount that would not be deductible by reason of section 280G of the Code shall have been approved by such number of stockholders of the Company as is required by the terms of section 280G(b)(5)(B) and shall be obtained in a manner that satisfies all applicable requirements of such section 280G(b)(5)(B) and the Proposed Income Tax Regulations thereunder, including Q-7 of section 1.280G-1 of such Proposed Income Tax Regulations.

Appears in 2 contracts

Samples: Merger Agreement (Webex Communications Inc), Merger Agreement (Incyte Genomics Inc)

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Stockholder Approval of Certain Payments. Any agreements or arrangements that may result in the payment of any amount that would not be deductible by reason of section 280G of the Code shall have been approved by such number of stockholders of the Company as is required by the terms of section 280G(b)(5)(B) and shall be obtained in a manner that satisfies all applicable requirements of such section 280G(b)(5)(B) and the Proposed Income Tax Regulations thereunder, including Q-7 of section 1.280G-1 of such Proposed Income Tax Regulations.all

Appears in 1 contract

Samples: Merger Agreement (Sonicblue Inc)

Stockholder Approval of Certain Payments. Any agreements or arrangements that may are reasonably likely to result in the payment of any amount that would not be deductible by reason of section Section 280G of the Internal Revenue Code shall have been approved by such number of stockholders of the Company as is required by the terms of section Section 280G(b)(5)(B) and shall be obtained in a manner that satisfies all applicable -64- 72 requirements of such section Section 280G(b)(5)(B) and the Proposed Income Tax Regulations proposed Treasury regulations thereunder, including Q-7 of section Section 1.280G-1 of such Proposed Income Tax Regulationsproposed regulations.

Appears in 1 contract

Samples: Merger Agreement (Broadcom Corp)

Stockholder Approval of Certain Payments. Any agreements or arrangements that may result in the payment of any amount that would not be deductible by reason of section 280G of the Code shall will have been approved by such number of stockholders of the Company as is required by the terms of section 280G(b)(5)(B) and shall will be obtained in a manner that satisfies all applicable requirements of such section 280G(b)(5)(B) and the Proposed Income Tax Regulations thereunder, including Q-7 Q 7 of section 1.280G-1 1.280G 1 of such Proposed Income Tax Regulations.

Appears in 1 contract

Samples: Merger Agreement (PeopleSupport, Inc.)

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Stockholder Approval of Certain Payments. Any agreements or arrangements that may result in the payment of any amount that would not be deductible by reason of section Section 280G of the Internal Revenue Code shall have been approved by such number of stockholders of the Company Stockholders as is required by the terms of section Section 280G(b)(5)(B) and shall be obtained in a manner that satisfies all applicable requirements of such section Section 280G(b)(5)(B) and the Proposed Income Tax Regulations proposed Treasury regulations thereunder, including Q-7 of section 1.280G-1 of such Proposed Income Tax Regulations.

Appears in 1 contract

Samples: Merger Agreement (Protein Design Labs Inc/De)

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