Stockholder Review Sample Clauses
Stockholder Review. To the extent any tax shown as due on any Tax Return could reasonably be expected to be payable by Stockholders (taking into account the indemnification obligations hereunder), (a) such Tax Return shall be provided to the Stockholder Representative at least thirty (30) days prior to the filing deadline (or, if required to be filed within thirty (30) days of the Closing, as soon as possible following the Closing), (b) the Stockholder Representative shall have the right to review and comment on such Tax Return and (c) the Purchaser shall make such revisions to such Tax Return as are reasonably requested by Stockholder Representative and not materially adverse to the Purchaser.
Stockholder Review. The Board of Directors may, but shall not be required to, submit a resolution to the holders of Voting Shares of the Company for their consideration and, if thought advisable, approval, ratifying the continued existence of the Rights. If the Board of Directors elects to so submit such a resolution to the holders of the Voting Shares of the Company, unless a majority of the votes cast by Independent Stockholders that vote respecting such resolution are voted in favor of the continued existence of this Agreement, the Board of Directors shall, immediately upon the confirmation by the chairman of the stockholders’ meeting of the result of the vote on such resolution and without further formality, be deemed to have elected to redeem the Rights at the Redemption Price.
Stockholder Review. At or prior to the annual meeting of the stockholders of the Company in 2006 (and in no event later than 12 months from the date of this Agreement), provided that a Triggering Event has not occurred prior to that time, the Board of Directors shall submit a resolution ratifying the continued existence of this Agreement to those stockholders of the Company who are not affiliated with the Company’s management or Directors (the “Independent Stockholders”) for their consideration and, if thought advisable, approval. Unless the majority of the votes cast by Independent Stockholders who vote in respect of this resolution are voted in favor of the continued existence of this Agreement, immediately upon the confirmation by the chairman of such stockholders’ meeting of the results of the votes on such resolution and without further formality this Agreement and the Rights shall be terminated. The Company will promptly notify the Rights Agent of any such termination.