Section 7.3 Stockholders' Approval. (a) Target shall promptly call a meeting of its stockholders for the purpose of voting upon this Agreement and the transactions contemplated hereby and, subject to the fiduciary duties of the Board of Directors of Target under applicable law, shall use its best efforts to obtain stockholder approval and adoption (the "Company Stockholders' Approval") of this Agreement and the transactions contemplated hereby. Such meeting shall be held as soon as practicable following the date of this Agreement. Subject to the fiduciary duties of the Board of Directors of Target under applicable law, Target will, through its Board of Directors, recommend to its stockholders approval of the transactions contemplated by this Agreement.

If challenged by objecting Target shareholders, this so-called "best efforts clause" would be reviewed under which standard?

Answer rating: 100% (QA)

The interpretation and enforcement of the best efforts clause in this merger agreement would general... View the full answer