In re Celera: Fiduciary Out is Ineffective if Potential Bidders Have Agreed to Standstills that Forbid Requests for Waiver | Practical Law
The Delaware Court of Chancery advises in In re Celera Corporation that it may enjoin enforcement of "Don't-Ask-Don't-Waive" standstill agreements with potential bidders if the board has separately agreed to a no-shop provision with the buyer.