Common use of Antitakeover Laws Clause in Contracts

Antitakeover Laws. No facet of the consummation of the transactions contemplated by the Transaction Documents shall have been found to: (i) be prohibited by any provision of the PBCL, including the Antitakeover Laws; (ii) cause the rights of CytRx to vote the shares of Vaxcel Common Stock issued pursuant to this Agreement or to exercise its rights as a shareholder of Vaxcel with respect to such shares to be impaired by action of any provision of the Antitakeover Laws or otherwise; (iii) cause CytRx to be subject to any Liability, including any obligation or potential obligation to pay money or disgorge profits (other than an obligation to make payments pursuant to Subchapter E of the Antitakeover Laws), under the provisions of the Antitakeover Laws; (iv) cause the termination, impairment, modification or extension of any Contract to which Zynaxis is a party by action of the provisions of the Antitakeover Laws; or (v) except as set forth in Section 8.9 of the Zynaxis Disclosure Memorandum, result in the grant of any rights to any Person under the Articles of Incorporation, Bylaws, or other governing instruments of any Zynaxis Company.

Antitakeover Laws. No facet of the consummation of the ----------------- transactions contemplated by the Transaction Documents shall have been found to: (i) be prohibited by any provision of the PBCL, including the Antitakeover Laws; (ii) cause the rights of CytRx to vote the shares of Vaxcel Common Stock issued pursuant to this Agreement or to exercise its rights as a shareholder of Vaxcel with respect to such shares to be impaired by action of any provision of the Antitakeover Laws or otherwise; (iii) cause CytRx to be subject to any Liability, including any obligation or potential obligation to pay money or disgorge profits (other than an obligation to make payments pursuant to Subchapter E of the Antitakeover Laws), under the provisions of the Antitakeover Laws; (iv) cause the termination, impairment, modification or extension of any a Contract to which Zynaxis is a party by action of the provisions of the Antitakeover Laws; or (v) except as set forth in Section 8.9 of the Zynaxis Disclosure Memorandum, result in the grant of any rights to any Person under the Articles of Incorporation, Bylaws, or other governing instruments of any Zynaxis Company.