Common use of Stockholder Meetings Clause in Contracts

Stockholder Meetings. (a) The Company shall call and hold the Company Shareholders’ Meeting and Parent shall call and hold the Parent Shareholders’ Meeting as promptly as practicable after the date hereof for the purpose of voting upon the approval of this Agreement and the Merger or the Share Issuance, as the case may be, pursuant to the Joint Proxy Statement/Prospectus, and the Company and Parent shall use commercially reasonable efforts to hold the Company Shareholders’ Meeting and the Parent Shareholders’ Meeting on the same day and as soon as practicable after the date on which the S-4 becomes effective. Nothing herein shall prevent the Company or Parent from adjourning or postponing the Company Shareholders’ Meeting or the Parent Shareholders’ Meeting, as the case may be, if there are insufficient shares of Company Common Stock or Parent Common Stock, as the case may be, necessary to conduct business at their respective meetings of the shareholders. Unless the Company’s Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c), the Company shall use commercially reasonable efforts to solicit from its shareholders proxies in favor of the approval of this Agreement and the Merger pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders required by Florida Law or applicable stock exchange requirements to obtain such approval. Parent shall use commercially reasonable efforts to solicit from its shareholders proxies in favor of the Share Issuance pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders required by Florida Law or applicable stock exchange requirements to obtain such approval. Unless the Company’s Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c), each of the parties hereto shall take all other action reasonably necessary or advisable to promptly and expeditiously secure any vote or consent of shareholders required by applicable Law and such party’s Articles of Incorporation and Bylaws to effect the Merger. The Company’s obligation to call, give notice of, convene and hold the Company Shareholders’ Meeting in accordance with this Section 5.2(a) shall not be limited to or otherwise affected by the commencement, disclosure, announcement or submission to the Company of any Acquisition Proposal or any change in the Board of Directors recommendation regarding the Merger.

Stockholder Meetings. (a) The Company shall call and hold the Company Shareholders’ Stockholders' Meeting and Parent shall call and hold the Parent Shareholders’ Stockholders' Meeting as promptly as practicable after the date hereof for the purpose of voting upon the approval of this Agreement and the Merger or the Share Issuance, as the case may be, pursuant to the Joint Proxy Statement/Prospectus, and the Parent and Company and Parent shall use commercially all reasonable efforts to hold the Company Shareholders’ Parent Stockholders' Meeting and the Parent Shareholders’ Company Stockholders' Meeting on the same day and as soon as practicable after the date on which the S-4 becomes effective. Nothing herein shall prevent the Company or Parent from adjourning or postponing the Company Shareholders’ Stockholders' Meeting or the Parent Shareholders’ Stockholders' Meeting, as the case may be, if there are insufficient shares of Company Common Stock or Parent Common Stock, as the case may be, necessary to conduct business at their respective meetings of the shareholdersstockholders. Unless the Company’s 's Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c)5.4, the Company shall use commercially all reasonable best efforts to solicit from its shareholders stockholders proxies in favor of the approval of this Agreement and the Merger pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida Delaware Law or applicable stock exchange requirements to obtain such approval. Parent shall use commercially all reasonable best efforts to solicit from its shareholders stockholders proxies in favor of the Share Issuance pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida the Delaware Law or applicable stock exchange requirements to obtain such approval. Unless Company shall call and hold the Company’s Board Company Stockholders' Meeting for the purpose of Directors has withdrawn its recommendation voting upon the approval of this Agreement and the Merger in compliance with Section 5.2(c), each of the parties hereto shall take all other action reasonably necessary whether or advisable to promptly and expeditiously secure any vote or consent of shareholders required by applicable Law and such party’s Articles of Incorporation and Bylaws to effect the Merger. The not Company’s obligation to call, give notice of, convene and hold the Company Shareholders’ Meeting in accordance with this Section 5.2(a) shall not be limited to or otherwise affected by the commencement, disclosure, announcement or submission to the Company of any Acquisition Proposal or any change in the 's Board of Directors recommendation regarding at any time subsequent to the Mergerdate hereof determines that this Agreement is no longer advisable or recommends that Company's stockholders reject it.

Stockholder Meetings. (a) The Company shall call and hold the Company Shareholders’ -------------------- Stockholders' Meeting and Parent shall call and hold the Parent Shareholders’ Stockholders' Meeting as promptly as practicable after the date hereof for the purpose of voting upon the approval of this Agreement and the Merger or the Share Issuance, as the case may be, pursuant to the Joint Proxy Statement/Prospectus, and the Parent and Company and Parent shall use commercially all reasonable efforts to hold the Company Shareholders’ Parent Stockholders' Meeting and the Parent Shareholders’ Company Stockholders' Meeting on the same day and as soon as practicable after the date on which the S-4 becomes effective. Nothing herein shall prevent the Company or Parent from adjourning or postponing the Company Shareholders’ Stockholders' Meeting or the Parent Shareholders’ Stockholders' Meeting, as the case may be, if there are insufficient shares of Company Common Stock or Parent Common Stock, as the case may be, necessary to conduct business at their respective meetings of the shareholdersstockholders. Unless the Company’s 's Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c)5.4, the Company shall use commercially all reasonable best efforts to solicit from its shareholders stockholders proxies in favor of the approval of this Agreement and the Merger pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida Delaware Law or applicable stock exchange requirements to obtain such approval. Parent shall use commercially all reasonable best efforts to solicit from its shareholders stockholders proxies in favor of the Share Issuance pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida the Delaware Law or applicable stock exchange requirements to obtain such approval. Unless Company shall call and hold the Company’s Board Company Stockholders' Meeting for the purpose of Directors has withdrawn its recommendation voting upon the approval of this Agreement and the Merger in compliance with Section 5.2(c), each of the parties hereto shall take all other action reasonably necessary whether or advisable to promptly and expeditiously secure any vote or consent of shareholders required by applicable Law and such party’s Articles of Incorporation and Bylaws to effect the Merger. The not Company’s obligation to call, give notice of, convene and hold the Company Shareholders’ Meeting in accordance with this Section 5.2(a) shall not be limited to or otherwise affected by the commencement, disclosure, announcement or submission to the Company of any Acquisition Proposal or any change in the 's Board of Directors recommendation regarding at any time subsequent to the Mergerdate hereof determines that this Agreement is no longer advisable or recommends that Company's stockholders reject it.

Stockholder Meetings. (a) The Company shall call and hold the Company Shareholders’ Stockholders' Meeting and Parent shall call and hold the Parent Shareholders’ Stockholders' Meeting as promptly as practicable after the date hereof for the purpose of voting upon the approval of this Agreement and the Merger or the Share Issuance, as the case may be, pursuant to the Joint Proxy Statement/Prospectus, and the Company and Parent shall use commercially all reasonable efforts to hold the Company Shareholders’ Parent Stockholders' Meeting and the Parent Shareholders’ Company Stockholders' Meeting on the same day and as soon as practicable after the date on which the S-4 F-4 becomes effective. Nothing herein shall prevent the Company or Parent from adjourning or postponing the Company Shareholders’ Stockholders' Meeting or the Parent Shareholders’ Stockholders' Meeting, as the case may be, if there are insufficient shares of Company Common Stock or Parent Common Stock, as the case may be, necessary to conduct business at their respective meetings of the shareholdersstockholders. Unless the Company’s 's Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c)5.4, the Company shall use commercially all reasonable efforts to solicit from its shareholders stockholders proxies in favor of the approval of this Agreement and the Merger pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida Delaware Law or applicable stock exchange requirements to obtain such approval. Parent shall use commercially all reasonable efforts to solicit from its shareholders stockholders proxies in favor of the Share Issuance pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida Law the International Business Companies Act of the British Virgin Islands or applicable stock exchange requirements to obtain such approval. Unless the Company’s Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c), each Each of the parties hereto shall take all other action reasonably necessary or advisable to promptly and expeditiously secure any vote or consent of shareholders stockholders required by applicable Law and such party’s Articles 's certificate of Incorporation incorporation and Bylaws bylaws to effect the Merger. The Company’s obligation to call, give notice of, convene Company shall call and hold the Company Shareholders’ Stockholders' Meeting in accordance with for the purpose of voting upon the approval of this Section 5.2(a) shall Agreement and the Merger whether or not be limited to or otherwise affected by the commencement, disclosure, announcement or submission to the Company of any Acquisition Proposal or any change in the Company's Board of Directors recommendation regarding at any time subsequent to the Mergerdate hereof determines that this Agreement is no longer advisable or recommends that Company's stockholders reject it.

Stockholder Meetings. (a) The Company shall call and hold the Company Shareholders’ -------------------- Stockholders' Meeting and Parent shall call and hold the Parent Shareholders’ Stockholders' Meeting as promptly as practicable after the date hereof for the purpose of voting upon the approval of this Agreement and the Merger or the Share Issuance, as the case may be, pursuant to the Joint Proxy Statement/Prospectus, and the Company and Parent shall use commercially all reasonable efforts to hold the Company Shareholders’ Parent Stockholders' Meeting and the Parent Shareholders’ Company Stockholders' Meeting on the same day and as soon as practicable after the date on which the S-4 F-4 becomes effective. Nothing herein shall prevent the Company or Parent from adjourning or postponing the Company Shareholders’ Stockholders' Meeting or the Parent Shareholders’ Stockholders' Meeting, as the case may be, if there are insufficient shares of Company Common Stock or Parent Common Stock, as the case may be, necessary to conduct business at their respective meetings of the shareholdersstockholders. Unless the Company’s 's Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c)5.4, the Company shall use commercially all reasonable efforts to solicit from its shareholders stockholders proxies in favor of the approval of this Agreement and the Merger pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida Delaware Law or applicable stock exchange requirements to obtain such approval. Parent shall use commercially all reasonable efforts to solicit from its shareholders stockholders proxies in favor of the Share Issuance pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida Law the International Business Companies Act of the British Virgin Islands or applicable stock exchange requirements to obtain such approval. Unless the Company’s Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c), each Each of the parties hereto shall take all other action reasonably necessary or advisable to promptly and expeditiously secure any vote or consent of shareholders stockholders required by applicable Law and such party’s Articles 's certificate of Incorporation incorporation and Bylaws bylaws to effect the Merger. The Company’s obligation to call, give notice of, convene Company shall call and hold the Company Shareholders’ Stockholders' Meeting in accordance with for the purpose of voting upon the approval of this Section 5.2(a) shall Agreement and the Merger whether or not be limited to or otherwise affected by the commencement, disclosure, announcement or submission to the Company of any Acquisition Proposal or any change in the Company's Board of Directors recommendation regarding at any time subsequent to the Mergerdate hereof determines that this Agreement is no longer advisable or recommends that Company's stockholders reject it.

Stockholder Meetings. (a) The Company shall call and hold the Company Shareholders’ Stockholders' -------------------- Meeting and Parent shall call and hold the Parent Shareholders’ ' Meeting as promptly as practicable after the date hereof for the purpose of voting upon the approval of this Agreement and the Merger or the Share Issuance, as the case may be, pursuant to the Joint Proxy Statement/Prospectus, and the Company and Parent shall use commercially reasonable efforts to hold the Company Parent Shareholders’ ' Meeting and the Parent Shareholders’ Company Stockholders' Meeting on the same day promptly, and as soon as practicable in no event more than 90 days, after the date on which the S-4 becomes effective. Nothing herein shall prevent the Company or Parent from adjourning or postponing the Company Shareholders’ Stockholders' Meeting or the Parent Shareholders’ ' Meeting, as the case may be, if there are insufficient shares of Company Common Stock or Parent Common StockADSs, as the case may be, necessary to conduct business at their respective meetings of the shareholdersstockholders or to approve this Agreement and the Merger or the Share Issuance, as the case may be. Unless the Company’s 's Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c)5.4, the Company shall use commercially reasonable efforts to solicit from its shareholders stockholders proxies in favor of the approval of this Agreement and the Merger pursuant to the Joint Proxy Statement/Prospectus and shall take all other reasonable action necessary or advisable to secure the vote or consent of shareholders its stockholders required by Florida Delaware Law or applicable stock exchange requirements to obtain such approval. Parent shall use commercially reasonable efforts to solicit from its shareholders stockholders proxies in favor of the Share Issuance pursuant to the Joint Proxy Statement/Prospectus and shall take all other reasonable action necessary or advisable to secure the vote or consent of shareholders its stockholders required by Florida Law or applicable stock exchange requirements to obtain such approval. Unless the Company’s Board of Directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c), each Each of the parties hereto shall take all other action reasonably necessary or advisable to promptly and expeditiously secure any vote or consent of shareholders stockholders required by applicable Law and such party’s Articles 's certificate of Incorporation incorporation and Bylaws bylaws or equivalent organizational documents to effect the Merger. The Company’s obligation to call, give notice of, convene Company shall call and hold the Company Shareholders’ Stockholders' Meeting in accordance with for the purpose of voting upon the approval of this Section 5.2(a) shall Agreement and the Merger whether or not be limited to or otherwise affected by the commencement, disclosure, announcement or submission to the Company of any Acquisition Proposal or any change in the Company's Board of Directors recommendation regarding at any time subsequent to the Mergerdate hereof determines that this Agreement is no longer advisable or recommends that Company's stockholders reject it.

Stockholder Meetings. (a) The Company shall call and hold the Company Shareholders’ Stockholders' Meeting and Parent Acquiror shall call and hold the Parent Acquiror Shareholders’ ' Meeting as promptly as practicable after the date hereof for the purpose of voting upon the approval of this Agreement and the Merger or the Share Issuance, as the case may be, pursuant to the Joint Proxy Statement/Prospectus, and the Acquiror and Company and Parent shall use commercially all reasonable efforts to hold the Company Acquiror Shareholders’ ' Meeting and the Parent Shareholders’ Company Stockholders' Meeting on the same day and as soon as practicable after the date on which the S-4 becomes effective. Nothing herein shall prevent the Company or Parent Acquiror from adjourning or postponing the Company Shareholders’ Stockholders' Meeting or the Parent Acquiror Shareholders’ ' Meeting, as the case may be, if there are insufficient shares of Company Common Stock or Parent Acquiror Common StockShares, as the case may be, necessary to conduct business at their respective meetings of the stockholders or shareholders. Unless the Company’s Board 's board of Directors directors has withdrawn its recommendation of this Agreement and the Merger in compliance with Section 5.2(c)6.4, the Company shall use all commercially reasonable efforts to solicit from its shareholders proxies in favor of the approval of this Agreement and the Merger pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders stockholders required by Florida Delaware Law or applicable stock exchange requirements to obtain such approval. Parent Acquiror shall use all commercially reasonable efforts to solicit from its shareholders proxies in favor of the Share Issuance pursuant to the Joint Proxy Statement/Prospectus and shall take all other action necessary or advisable to secure the vote or consent of shareholders required by Florida the Delaware Law or applicable stock exchange requirements to obtain such approval. Unless Company shall call and hold the Company’s Board Company Stockholders' Meeting for the purpose of Directors has withdrawn its recommendation voting upon the approval of this Agreement and the Merger in compliance with Section 5.2(c), each whether or not Company's board of the parties hereto shall take all other action reasonably necessary or advisable to promptly and expeditiously secure directors at any vote or consent of shareholders required by applicable Law and such party’s Articles of Incorporation and Bylaws to effect the Merger. The Company’s obligation to call, give notice of, convene and hold the Company Shareholders’ Meeting in accordance with this Section 5.2(a) shall not be limited to or otherwise affected by the commencement, disclosure, announcement or submission time subsequent to the Company of any Acquisition Proposal date hereof determines that this Agreement is no longer advisable or any change in the Board of Directors recommendation regarding the Mergerrecommends that Company's stockholders reject it.