Common use of Company Cooperation Clause in Contracts

Company Cooperation. The Company and Bimini acknowledge that a substantial portion of the filings with the SEC and mailings to Parent’s stockholders with respect to the Tender Offer shall include disclosure regarding the Company and its management, operations and financial condition. Accordingly, the Company and Bimini agree to, as promptly as practicable, provide Parent with such information as shall be reasonably requested by Parent for inclusion in or attachment to the Offer Documents to be filed and/or mailed as of and following the commencement of the Tender Offer, that is accurate in all material respects and complies as to form in all material respects with the requirements of the Exchange Act and the rules and regulations promulgated thereunder and in addition shall contain substantially the same financial and other information about the Company as is required under Regulation 14A promulgated under the Exchange Act regulating the solicitation of proxies even if such information is not required under the tender offer rules. The Company and Bimini understand that such information shall be included in the Offer Documents and/or responses to comments from the SEC or its staff in connection therewith and mailings. The Company and Bimini shall make their managers, directors, officers and employees available to Parent and its counsel in connection with the drafting of such filings and mailings and responding in a timely manner to comments from the SEC.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Bimini Capital Management, Inc.), Agreement and Plan of Reorganization (FlatWorld Acquisition Corp.)

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Company Cooperation. The Company and Bimini acknowledge acknowledges that a substantial portion of the filings with the SEC and mailings to ParentPurchaser’s stockholders with respect to the Tender Offer shall include disclosure regarding the Company and its management, operations and financial condition. Accordingly, the Company and Bimini agree to, agrees to as promptly as practicable, reasonably practical provide Parent Purchaser with such information as shall be reasonably requested by Parent Purchaser for inclusion in or attachment to the Offer Documents to be filed and/or mailed as of and following the commencement of the Tender Offer, that is accurate in all material respects and complies as to form in all material respects with the requirements of the Exchange Act and the rules and regulations promulgated thereunder and in addition shall contain substantially the same financial and other information about the Company as is required under Regulation 14A promulgated under of the Exchange Act regulating the solicitation of proxies even if such information is not required under the tender offer rules. The Company and Bimini understand understands that such information shall be included in the Offer Documents and/or responses to comments from the SEC or its staff in connection therewith and mailings. The Company shall make, and Bimini shall make cause each Subsidiary to make, their managers, directors, officers and employees available to Parent Purchaser and its counsel in connection with the drafting of such filings and mailings and responding in a timely manner to comments from the SEC.

Appears in 1 contract

Samples: Merger Agreement (Hunter Maritime Acquisition Corp.)

Company Cooperation. The Company and Bimini acknowledge acknowledges that a substantial portion of the filings with the SEC and mailings to ParentBuyer’s stockholders with respect to the Tender Offer shall include disclosure regarding the Company and its management, operations and financial condition. Accordingly, the Company and Bimini agree to, agrees to as promptly as practicable, reasonably practical provide Parent Buyer with such information as shall be reasonably requested by Parent Buyer for inclusion in or attachment to the Offer Documents to be filed and/or mailed as of and following the commencement of the Tender Offer, that is accurate in all material respects and complies as to form in all material respects with the requirements of the Exchange Act and the rules and regulations promulgated thereunder and in addition shall contain substantially the same financial and other information about the Company and its Stockholders as is required under Regulation 14A promulgated under of the Exchange Act regulating the solicitation of proxies even if such information is not required under the tender offer rules. The Company and Bimini the Stockholders understand that such information shall be included in the Offer Documents and/or responses to comments from the SEC or its staff in connection therewith and mailings. The Company shall make, and Bimini shall make cause each Subsidiary to make, their managers, directors, officers and employees available to Parent Buyer and its counsel in connection with the drafting of such filings and mailings and responding in a timely manner to comments from the SEC.

Appears in 1 contract

Samples: Stock Purchase Agreement (Prime Acquisition Corp)

Company Cooperation. The Company and Bimini acknowledge acknowledges that a substantial portion of the filings with the SEC and mailings to ParentBuyer’s stockholders with respect to the Tender Offer shall include disclosure regarding the Company and its management, operations and financial condition. Accordingly, the Company and Bimini agree to, agrees to as promptly as practicable, reasonably practical provide Parent Buyer with such information as shall be reasonably requested by Parent Buyer for inclusion in or attachment to the Offer Documents to be filed and/or mailed as of and following the commencement of the Tender Offer, that is accurate in all material respects and complies as to form in all material respects with the requirements of the Exchange Act and the rules and regulations promulgated thereunder and in addition shall contain substantially the same financial and other information about the Company and its Stockholders as is required under Regulation 14A promulgated under of the Exchange Act regulating the solicitation of proxies even if such information is not required under the tender offer rules. The Company and Bimini understand understands that such information shall be included in the Offer Documents and/or responses to comments from the SEC or its staff in connection therewith and mailings. The Company shall make, and Bimini shall make cause each Subsidiary to make, their managers, directors, officers and employees available to Parent Buyer and its counsel in connection with the drafting of such filings and mailings and responding in a timely manner to comments from the SEC.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Selway Capital Acquisition Corp.)

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Company Cooperation. The Company and Bimini acknowledge acknowledges that a substantial portion of the filings with the SEC and mailings to ParentBuyer’s stockholders with respect to the Tender Offer shall include disclosure regarding the Company and its management, operations and financial condition. Accordingly, the Company and Bimini agree to, agrees to as promptly as practicable, reasonably practical provide Parent Buyer with such information as shall be reasonably requested by Parent Buyer for inclusion in or attachment to the Offer Documents to be filed and/or mailed as of and following the commencement of the Tender Offer, that is accurate in all material respects and complies as to form in all material respects with the requirements of the Exchange Act and the rules and regulations promulgated thereunder and in addition the Company shall contain substantially provide as soon as available to it the same financial and other information about the Company as is required under Regulation 14A promulgated under of the Exchange Act regulating the solicitation of proxies even if such information is not required under the tender offer rules. The Company and Bimini understand understands that such information shall be included in the Offer Documents and/or responses to comments from the SEC or its staff in connection therewith and mailings. The Company shall make, and Bimini shall make cause each Subsidiary to make, their managers, directors, officers and employees available to Parent Buyer and its counsel in connection with the drafting of such filings and mailings and responding in a timely manner to comments from the SEC.

Appears in 1 contract

Samples: Stock Purchase Agreement (CIS Acquisition Ltd.)

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