Common use of Advice of Changes; Government Filings Clause in Contracts

Advice of Changes; Government Filings. The Company shall confer on a regular basis with Levy Acquisition Co., report on operational matters and promptly advise Levy Acquisition Co., orally and in writing, of any material change or event or any change or event which would cause or constitute a material breach of any of the representations, warranties or covenants of the Company contained herein. The Company shall file all reports required to be filed by the Company with the SEC between the date of this Agreement and the Effective Time and shall deliver to Levy Acquisition Co. copies of all such reports promptly after the same are filed. The Company shall cooperate with Levy Acquisition Co. in determining whether any filings are required to be made with, or consents required to be obtained from, or fees or expenses required to be paid to, any third party or Governmental Entity prior to the Effective Time in connection with this Agreement or the transactions contemplated hereby, and shall cooperate in making any such filings promptly and in seeking to obtain timely any such consents and, subject to Levy Acquisition Co.'s approval, paying any such fees or expenses. The Company shall promptly provide Levy Acquisition Co. with copies of all other filings made by the Company with any Governmental Entity in connection with this Agreement, the Merger or the other transactions contemplated hereby.

Advice of Changes; Government Filings. The Company shall confer on a regular basis with Levy Acquisition Co., report on operational matters and promptly advise Levy Acquisition Co., orally and in writing, of any material change or event or any change or event which would cause or constitute a material breach of any of the representations, warranties or covenants of the Company contained herein. The Company shall file all reports required to be filed by the Company with the SEC between the date of this Agreement and the Effective Time and shall deliver to Levy Acquisition Co. copies of all such reports promptly after the same are filed. The Company shall cooperate with Levy Acquisition Co. in determining whether any filings are required to be made with, or consents required to be obtained from, or fees or expenses required to be paid to, any third party or Governmental Entity prior to the Effective Time in connection with this Agreement or the transactions contemplated hereby, and shall cooperate in making any such filings promptly and in seeking to obtain timely any such consents and, subject to Levy Acquisition Co.'s ‘s approval, paying any such fees or expenses. The Company shall promptly provide Levy Acquisition Co. with copies of all other filings made by the Company with any Governmental Entity in connection with this Agreement, the Merger or the other transactions contemplated hereby.

Advice of Changes; Government Filings. The Company Except to the extent prevented by law, Levcor shall confer on a regular basis with Levy Acquisition Co.Carlyle, report on operational matters and promptly advise Levy Acquisition Co.Carlyle, orally and in writing, of any material change or event or any change or event which would cause or constitute a material breach of any of the representations, warranties or covenants of the Company Levcor contained herein. The Company Levcor shall file all reports required to be filed by the Company Levcor with the SEC between the date of this Agreement and the Effective Time and shall deliver make available to Levy Acquisition Co. Carlyle copies of all such reports promptly after the same are filed. The Company Carlyle shall cooperate with Levy Acquisition Co. Levcor in determining whether any filings are required to be made with, or consents required to be obtained from, or fees or expenses required to be paid to, any third party or Governmental Entity prior to the Effective Time in connection with this Agreement or the transactions contemplated hereby, and shall cooperate in making any such filings promptly and in seeking to obtain timely any such consents and, subject to Levy Acquisition Co.Carlyle's approval, paying any such fees or expenses. The Company Levcor shall promptly provide Levy Acquisition Co. with make available to Carlyle copies of all other filings made by the Company Levcor with any state or Federal Governmental Entity in connection with this Agreement, the Merger or the other transactions contemplated hereby. Nothing contained in this Agreement shall give Carlyle, directly or indirectly, the right to control or direct Levcor's operations. Levcor shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision over its operations.