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ent by Purchaser of all Shares validly tendered (referred to in the Purchase Agreement as the -Call Option"). (13) a fiduciary termination right of the Mobileye Board would be included in the Purchase Agreement. (c) Mobileye would not pay any termination compensation in the event the Purchase Agreement were termin
the Purchase Agreement in order to enter into an alternative acquisition agreement with respect to a superior proposal. (c) the "tail" period under the Tender and Support Agreements after termination of the Purchase Agreement. during which the signatories of the Tender and Support Agreements would continue to be bound by certai
Anti-Takeover Measures. Mobileye and the Mobileye Board (and any applicable committees thereof) will take all actions within their power and authority necessary so no anti-takeover measures are or become
ction with various transactions contemplated by the Purchase Agreement including the Asset Sale. the Liquidation, the Second Step Distribution, and the Tender and Support Agreements (as defined below), in each case to the fullest extent permitted by applicable law or provided under Mobileye's organizational documents in effect o
ent by Purchaser of all Shares validly tendered (referred to in the Purchase Agreement as the -Call Option"). (13) a fiduciary termination right of the Mobileye Board would be included in the Purchase Agreement. (c) Mobileye would not pay any termination compensation in the event the Purchase Agreement were termin
the Purchase Agreement in order to enter into an alternative acquisition agreement with respect to a superior proposal. (c) the "tail" period under the Tender and Support Agreements after termination of the Purchase Agreement. during which the signatories of the Tender and Support Agreements would continue to be bound by certai
ent by Purchaser of all Shares validly tendered (referred to in the Purchase Agreement as the -Call Option"). (13) a fiduciary termination right of the Mobileye Board would be included in the Purchase Agreement. (c) Mobileye would not pay any termination compensation in the event the Purchase Agreement were termin
the Purchase Agreement in order to enter into an alternative acquisition agreement with respect to a superior proposal. (c) the "tail" period under the Tender and Support Agreements after termination of the Purchase Agreement. during which the signatories of the Tender and Support Agreements would continue to be bound by certai
Anti-Takeover Measures. Mobileye and the Mobileye Board (and any applicable committees thereof) will take all actions within their power and authority necessary so no anti-takeover measures are or become
ction with various transactions contemplated by the Purchase Agreement including the Asset Sale. the Liquidation, the Second Step Distribution, and the Tender and Support Agreements (as defined below), in each case to the fullest extent permitted by applicable law or provided under Mobileye's organizational documents in effect o
Entities connected to both the Mobileye Board and the Tender and Support Agreements
Mobileye
ORGANIZATIONthe Intel Board
ORGANIZATIONSkadden
ORGANIZATIONMorrison & Foerster
ORGANIZATIONMobileye Options
ORGANIZATIONVan Campen
PERSONNon-Competition
ORGANIZATIONthe Second Step Distribution
ORGANIZATIONOffer Conditions
ORGANIZATIONLiquidation
ORGANIZATIONObligations Regarding Asset Sale and Liquidation
ORGANIZATIONthe D&O Insurance
ORGANIZATIONContinuing Employees
ORGANIZATION