Action Not Required. The action which the Seller may request the Buyer or the Company to take under paragraph 5.1 does not include: A. any action which, in the Buyer’s reasonable opinion, would or might be unlawful or materially prejudice the business or Tax affairs of the Buyer or the Company or any other member of the Buyer’s Tax Group; or |US-DOCS\117790358.20|| B. allowing the Seller (or any person nominated by the Seller) to undertake the conduct of any action necessary to effect recovery of the amount in question.
Appears in 1 contract
Sources: Agreement for the Sale and Purchase of Shares (Ligand Pharmaceuticals Inc)
Action Not Required. The action which the Seller Sellers’ Representative may request the Buyer or the Company to take under paragraph 5.1 4.1 does not include:
A. (A) any action which, in the Buyer’s reasonable opinion, would or might be unlawful or materially prejudice the business or Tax affairs of the Buyer or the Company or any other member of the Buyer’s Tax Group; or |US-DOCS\117790358.20||or
B. (B) allowing the Seller Seller’s Representative or the Warrantors (or any person nominated by the Sellerthem) to undertake the conduct of any action necessary to effect recovery of the amount in question.
Appears in 1 contract
Sources: Agreement for the Sale and Purchase of Shares (Instil Bio, Inc.)