Excluded Matter
Excluded Matter. Means any matter submitted to a vote of the stockholders of Spinco or by which the stockholders of Spinco may act by written consent to approve any agreement or transaction (i) between Spinco or any of its Affiliates, on the one hand, and Diller, IAC or any of their respective Affiliates, on the other hand, or (ii) between Spinco or any of its Affiliates, on the one hand, and Expedia or its Subsidiaries, on the other hand.
Excluded Matter. Means any matter submitted to a vote of the stockholders of Splitco or by which the stockholders of Splitco may act by written consent to (x) approve any agreement or transaction (i) between Splitco or any of its Affiliates, on the one hand, and Diller, IAC or any of their respective Affiliates, on the other hand, or (ii) between Splitco or any of its Affiliates, on the one hand, and Expedia or its Subsidiaries, on the other hand or (y) remove any Series B Director in accordance with Article V,...
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