Common use of Waiver of Appraisal and Dissenters’ Rights and Actions Clause in Contracts

Waiver of Appraisal and Dissenters’ Rights and Actions. Shareholder hereby (a) agrees not to exercise any rights (including under Section 106(6) of the Bermuda Companies Act) to demand appraisal of any Covered Shares and any other Shares that Shareholder beneficially owns, or rights to dissent to the Merger which may arise with respect to the Merger under applicable Law and (b) agrees not to commence or participate in any action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective affiliates relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement or the Statutory Merger Agreement or the consummation of the Merger and the other transactions contemplated hereby or thereby, including any such claim challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or alleging a breach of any fiduciary duty of the Company Board of Directors in connection with the Merger Agreement, the Statutory Merger Agreement or the Transactions; provided, in each case, that none of Parent, Merger Sub or any of their respective affiliates or Representatives, has made any fraudulent representations to Shareholder in connection with the negotiation, execution and performance of the Merger Agreement, the Statutory Merger Agreement and other related agreements and the Transactions.

Waiver of Appraisal and Dissenters’ Rights and Actions. Shareholder Stockholder hereby (ai) waives and agrees not to exercise any rights (including under Section 106(6) of the Bermuda Companies Act) to demand appraisal of any Covered Shares and any other Shares that Shareholder beneficially owns, or rights to dissent to from the Merger which that Stockholder may arise with respect to the Merger under applicable Law have and (bii) agrees not to commence or participate join in, and to take all actions necessary to opt out of, any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger SubPurchaser, the Company Company, the Company’s directors or any of their respective affiliates successors, in each case, relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement or the Statutory Merger Agreement or the consummation of the Merger and Offer or the other transactions contemplated hereby or therebyMerger, including any such claim (w) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement (x) alleging a breach of any fiduciary duty of the board of directors of the Company Board of Directors in connection with the Merger AgreementAgreement or any of the transactions contemplated thereby, (y) making any claim with respect to SEC disclosure (or other disclosure to the Statutory holders of Shares) in connection with the Merger Agreement or the Transactions; providedtransactions contemplated thereby, in each case, that none of or (z) making any claim against Parent, Merger Sub Purchaser or any of their respective affiliates or Representatives, has made any fraudulent representations to Shareholder Representatives in connection with this Agreement or the negotiation, execution and performance of Merger Agreement or the transactions contemplated thereby (other than such a claim to enforce the Merger Agreement, the Statutory Merger Agreement and other related agreements and the Transactions).

Waiver of Appraisal and Dissenters’ Rights and Actions. Shareholder Stockholder hereby (ai) waives and agrees not to exercise any rights (including under Section 106(6) of the Bermuda Companies Act) to demand appraisal of any Covered Shares and any other Shares that Shareholder beneficially owns, or rights to dissent to from the Merger which that Stockholder may arise with respect to the Merger under applicable Law have and (bii) agrees (A) not to commence any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective successors or (B) not to commence or participate in, and to take all actions necessary to opt out of, any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective affiliates relating to the negotiationsuccessors, execution or delivery in each case of this Agreementclause (A) and (B), the Merger Agreement or the Statutory Merger Agreement or the consummation of the Merger and the other transactions contemplated hereby or thereby, including any such claim (w) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement, (x) alleging a breach of any fiduciary duty of the Company Board of Directors of the Company in connection with the Merger Agreement, the Statutory Merger Agreement or the Transactions; providedTransactions contemplated thereby, in each case, that none of Parent, Merger Sub (y) making any claim with respect to SEC disclosure (or any of their respective affiliates or Representatives, has made any fraudulent representations other disclosure to Shareholder the Company’s stockholders) in connection with the negotiation, execution and performance or delivery of this Agreement or the Merger Agreement or the approval or consummation of the Merger, or (z) making any aiding and abetting or similar claim against Parent or Merger AgreementSub, or any of their respective Affiliates or Representatives, in connection with the Statutory Merger Agreement and other related agreements and the Transactionsforegoing.

Waiver of Appraisal and Dissenters’ Rights and Actions. Shareholder Stockholder hereby (ai) irrevocably waives and agrees not to exercise any and all rights (including under Section 106(6) of the Bermuda Companies Act) to demand appraisal of any Covered Shares and any other Shares that Shareholder beneficially owns, or rights to dissent to from the Merger which that Stockholder may arise with respect to the Merger under applicable Law have and (bii) agrees not to commence or participate join in, and to take all actions necessary to opt out of, any class in any class action with respect to, to any claim, derivative or otherwise, against Parent, Merger Sub, the Company Company, the Company’s directors or any of their respective affiliates Affiliates or successors, in each case, relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement or the Statutory Merger Agreement or the consummation of the Merger and the other transactions contemplated hereby or therebyMerger, including any such claim (A) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement, (B) alleging a breach of any fiduciary duty of the Company Board of Directors in connection with the Merger AgreementAgreement or any of the Transactions, (C) with respect to SEC disclosure (or other disclosure to the Statutory holders of Company Shares) in connection with this Agreement or the Merger Agreement or the Transactions; provided, in each case, that none of transactions contemplated hereby or thereby or (D) against Parent, Merger Sub or any of their respective affiliates or Representatives, has made any fraudulent representations to Shareholder Representatives in connection with the negotiation, execution and performance of this Agreement or the Merger Agreement, Agreement or the Statutory Merger Agreement and other related agreements and the Transactionstransactions contemplated hereby or thereby.

Waiver of Appraisal and Dissenters’ Rights and Actions. Shareholder Stockholder hereby (ai) irrevocably waives and agrees not to exercise any rights (including under Section 106(6) of the Bermuda Companies Act) to demand appraisal of any Covered Shares and any other Shares that Shareholder beneficially owns, or rights to dissent to from the Merger which that Stockholder may arise with respect to the Merger under applicable Law have and (bii) agrees not to commence or participate join in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company Company, the Company’s directors or any of their respective affiliates successors, in each case, relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement or the Statutory Merger Agreement or the consummation of the Merger and Offer or the other transactions contemplated hereby or therebyMerger, including any such claim (A) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement (B) alleging a breach of any fiduciary duty of the board of directors of the Company Board of Directors in connection with the Merger AgreementAgreement or any of the transactions contemplated thereby, (C) with respect to SEC disclosure (or other disclosure to the Statutory holders of Shares) in connection with this Agreement or the Merger Agreement or the Transactions; providedtransactions contemplated hereby or thereby, in each case, that none of or (D) against Parent, Merger Sub or any of their respective affiliates or Representatives, has made any fraudulent representations to Shareholder Representatives in connection with the negotiation, execution and performance of this Agreement or the Merger Agreement, Agreement or the Statutory Merger Agreement and other related agreements and the Transactionstransactions contemplated hereby or thereby.

Waiver of Appraisal and Dissenters’ Rights and Actions. Shareholder Stockholder hereby (ai) waives and agrees not to exercise any rights (including under Section 106(6) of the Bermuda Companies Act) to demand appraisal of any Covered Shares and any other Shares that Shareholder beneficially owns, or rights to dissent to from the Merger which that Stockholder may arise with respect to the Merger under applicable Law have and (bii) agrees not to commence or participate join in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger SubPurchaser, the Company Company, the Company’s directors or any of their respective affiliates successors, in each case, relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement or the Statutory Merger Agreement or the consummation of the Merger and Offer or the other transactions contemplated hereby or therebyMerger, including any such claim (w) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement (x) alleging a breach of any fiduciary duty of the board of directors of the Company Board of Directors in connection with the Merger AgreementAgreement or any of the transactions contemplated thereby, (y) making any claim with respect to SEC disclosure (or other disclosure to the Statutory holders of Shares) in connection with the Merger Agreement or the Transactions; providedtransactions contemplated thereby, in each case, that none of or (z) making any claim against Parent, Merger Sub Purchaser or any of their respective affiliates or Representatives, has made any fraudulent representations to Shareholder Representatives in connection with the negotiation, execution and performance of this Agreement or the Merger Agreement, Agreement or the Statutory Merger Agreement and other related agreements and the Transactionstransactions contemplated thereby.