Necessary Action

Necessary Action. Means, with respect to a specified result, all commercially reasonable actions, to the fullest extent permitted by applicable law, necessary to cause such result, including, without limitation: (a) voting or providing a written consent or proxy with respect to the Company's Common Stock; (b) causing the adoption of amendments to the Governing Documents; (c) executing agreements and instruments; (d) making, or causing to be made, with governmental, administrative or regulatory authorities, all... filings, registrations or similar actions that are required to achieve such result and (e) causing members of the Board of Directors, subject to any fiduciary duties that such members may have as directors of the Company, to act in a certain manner, including causing members of the Board of Directors or any nominating and governance committee of the Board of Directors to recommend the appointment of any Kirin Designee or Mitsui Designee as provided by this Agreement. View More