Directors’ recommendation and acceptance. The Target represents and warrants that: (a) the Board has met and considered the possibility of the Bidder agreeing to make the Takeover Bid; and (b) all of the Directors have informed the Target that, if the Bidder complies with clause 2.1, they will: (i) unanimously recommend that Shareholders accept the Offer to be made to them under the Takeover Bid in the absence of a Superior Proposal; and (ii) accept, or procure the acceptance of, the Offer in respect of any Shares that they, or their Associates, own or Control.
Appears in 2 contracts
Sources: Bid Implementation Agreement, Bid Implementation Agreement