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This excerpt taken from the CVS 8-K filed Aug 13, 2008. Minimum
Condition”) and to the other conditions set forth in Annex
I. Merger Subsidiary expressly reserves the right to waive any of the
conditions to the Offer and to make any change in the terms of or conditions to
the Offer; provided
that, without the prior consent of the Company, (i) the Minimum Condition may
not be waived and (ii) no change may be made that changes the form of
consideration to be paid, decreases the Offer Price or the number of Shares
sought in the Offer, imposes conditions to the Offer in addition to those set
forth in Annex I or modifies the conditions set forth in Annex I or amends any
other term of the Offer in any manner adverse to the holders of
Shares. Notwithstanding the foregoing, (x) without the consent
of the
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Company,
Merger Subsidiary shall have the right to extend the Offer for any period
required by any rule, regulation, interpretation or position of the SEC or the
staff thereof applicable to the Offer or any period required by Applicable Law
and (y) if any condition to the Offer is not satisfied or waived on any
scheduled expiration date of the Offer, Merger Subsidiary shall extend the Offer
from time to time until such conditions are satisfied or waived; provided,
in each case, that Merger Subsidiary shall not be required to extend the Offer
beyond the End Date. Following expiration of the Offer, Merger
Subsidiary may, in its sole discretion, provide a subsequent offering period
(“ |
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