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

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company and Parent shall file all reports required to be filed by each of them with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company and Parent shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation applicable Law or any applicable confidentiality agreement) on operational matters. The Company Excel and Parent Teleglobe shall file all reports required to be filed by each of them with the SEC and the CSA (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation applicable Law or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws Laws relating to the exchange of information, each of the Company Excel and Parent Teleglobe shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, Subsidiaries which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company LCI and Parent Qwest shall file all reports required to be filed by each of them with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company LCI and Parent Qwest shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company MCI and Parent WorldCom shall file all reports required to be filed by each of them with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company MCI and Parent WorldCom shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company and Parent LFC shall file all reports required to be filed by each of them it with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party IBC copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company LFC and Parent IBC shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters any material developments relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company and Parent KeySpan shall file all reports required to be filed by each of them it with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party Parent copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company Parent and Parent KeySpan shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party Conectiv shall (a) --------------------------------------- confer with Parent on a regular and frequent basis with the other and (b) report to Parent (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company Conectiv and Parent shall file all reports required to be filed by each of them with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company Conectiv and Parent shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular Purchaser and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company and Parent shall file all reports required to be filed by each of them with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time Closing Date and shall (to the extent permitted by law Law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such publicly filed reports, announcements and publications promptly after the same are filed. Subject to applicable laws Laws relating to the exchange of information, each of Purchaser, the Company and Parent Stockholder shall have the right to review in advance, and will consult with the other each other, with respect to, all the information relating to the other party or parties, as the case may be, and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party or parties, as the case may be, with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party or parties, as the case may be, apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other other, with respect to matters relevant to the Merger and (b) report (to the extent permitted by law or regulation Law, Order or any applicable confidentiality agreement) on operational mattersmatters with respect to SJW and its Subsidiaries, and SJW shall promptly advise Parent, orally and in writing, of any material change or event affecting its business or operations, including any complaint, investigation or hearing by any Governmental Entity (or communication indicating the same may be contemplated) or the institution or threat of material litigation. The Company and Parent SJW shall timely file all reports required to be filed by each of them it with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation Law, Order or any applicable confidentiality agreement) deliver to the other party Parent copies of all such reports, announcements and publications promptly after the same are filed. Subject Except as otherwise required by Section 4.1(l) and subject to applicable laws Laws and Orders relating to the exchange of information, each of the Company SJW and Parent shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall ---------------------------------------- (a) --------------------------------------- confer a)confer on a regular and frequent basis with the other and (b) b)promptly report (to the extent permitted by law or regulation other parties on material operational matters or any applicable confidentiality agreementevent or circumstance which (alone or together with other such matters) may have a Material Adverse Effect on operational matterssuch party. The Company KRE and Parent St. Xxxx shall file all reports required to be filed by each of them with the SEC (and all other Governmental Entities) Entities between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications reports promptly after the same are filed. Subject to applicable laws relating to the exchange Each of information, each of the Company KRE and Parent St. Xxxx shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, Subsidiaries which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicablenecessary with respect to such materials. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company and Parent shall file all reports required to be filed by each of them with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company and Parent shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company Frontier and Parent Global shall file all reports required to be filed by each of them with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company Frontier and Parent Global shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions contemplated transactions contem plated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised informed of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other other, with respect to matters relevant to the Merger and (b) report (to the extent permitted by law or regulation Law, Order or any applicable confidentiality agreement) on operational mattersand regulatory matters with respect to Atlantis and financial and regulatory matters with respect to Parent and its Subsidiaries to the extent pertaining to this Agreement and the Merger, including any party's ability to obtain approval for, or otherwise consummate, the Merger. The Company Each party shall promptly advise the other parties, orally and Parent in writing of any complaint, investigation or hearing by any Governmental Entity (or communication indicating the same may be contemplated) or the institution or threat of material litigation. Atlantis shall file all reports required to be filed by each of them it with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation Law, Order or any applicable confidentiality agreement) deliver to the other party Parent copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws Laws and Orders relating to the exchange of information, each of the Company Atlantis and Parent shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiariesparty, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity Entity, including the RPB, in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities Entities, including the RPB, necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions contemplated herebyAgreement.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other other, with respect to matters relevant to the Merger and (b) report (to the extent permitted by law or regulation Law, Order or any applicable confidentiality agreement) on operational mattersmatters with respect to Aquarion and its Subsidiaries and technological matters and innovations with respect to Parent and its Subsidiaries, and Aquarion shall promptly advise Parent, orally and in writing, of any material change or event affecting its business or operations, including any complaint, investigation or hearing by any Governmental Entity (or communication indicating the same may be contemplated) or the institution or threat of material litigation. The Company and Parent Aquarion shall file all reports required to be filed by each of them it with the SEC (and all other Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation Law, Order or any applicable confidentiality agreement) deliver to the other party Parent copies of all such reports, announcements and publications promptly after the same are filed. Subject Except as otherwise required by Section 4.1(m) and subject to applicable laws Laws and Orders relating to the exchange of information, each of the Company Aquarion and Parent shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby. Aquarion will provide Parent with copies of Aquarion's proposed 2000 Capital Budget and 2000 Operating Budget promptly following management's completion thereof.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other and (b) report (to the extent permitted by law or regulation or any applicable confidentiality agreement) on operational matters. The Company MCI and Parent WorldCom shall file all reports required to be filed by each of them with the SEC (and all other 34 26 Governmental Entities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation or any applicable confidentiality agreement) deliver to the other party copies of all such reports, announcements and publications promptly after the same are filed. Subject to applicable laws relating to the exchange of information, each of the Company MCI and Parent WorldCom shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.

Advice of Changes; Governmental Filings. Each party shall (a) --------------------------------------- confer on a regular and frequent basis with the other other, with respect to matters relevant to the Merger and (b) report (to the extent permitted by law or regulation Law, Order or any applicable confidentiality agreement) on operational mattersmatters with respect to the Company and the Company Subsidiaries. The Company shall promptly advise Parent, orally and Parent in writing, of any material change or event affecting its business or operations, including any complaint, investigation or hearing by any Governmental Authority (or communication indicating the same may be contemplated) or, to the Company's knowledge, the institution or threat of any litigation. The Company shall timely file all reports required to be filed by each of them it with the SEC (and all other Governmental EntitiesAuthorities) between the date of this Agreement and the Effective Time and shall (to the extent permitted by law or regulation Law, Order or any applicable confidentiality agreement) deliver to the other party Parent copies of all such reports, announcements and publications promptly after the same are filed. Subject Except as otherwise required by Section 4.1(l) and subject to applicable laws Laws and Orders relating to the exchange of information, each of the Company and Parent shall have the right to review in advance, and will consult with the other with respect to, all the information relating to the other party and each of their respective wholly owned Subsidiariessubsidiaries, which appears in any filings, announcements or publications made with, or written materials submitted to, any third party or any Governmental Entity Authority in connection with the Transactions transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party agrees that, to the extent practicable and as timely as practicable, it will consult with, and provide all appropriate and necessary assistance to, the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities Authorities necessary or advisable to consummate the Transactions transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the Transactions transactions contemplated hereby.