Common use of COOPERATION IN PREPARATION OF REGISTRATION STATEMENT Clause in Contracts

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company and Seller shall furnish or cause to be furnished to the Purchaser and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company or the Seller reasonably requested by the Purchaser and the Underwriters, and will cooperate with the Purchaser and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company and the Seller agree promptly to advise the Purchaser if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company or the Seller becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees to use its commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company nor the Seller has any obligation to review the same other than with respect to information regarding the Company or the Seller) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees that neither the Company nor the Seller shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company and the Seller shall furnish or cause to be furnished to the Purchaser Purchaser, Newco and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company or the Seller reasonably requested by the Purchaser Purchaser, Newco and the Underwriters, and will cooperate with the Purchaser Purchaser, Newco and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company and the Seller agree promptly to advise the Purchaser if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company or the Seller becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees to use its commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company nor the Seller Sellers has any obligation to review the same other than with respect to information regarding the Company or the Seller) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees that neither the Company Seller nor the Seller Company shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company and the Seller shall furnish or cause to be furnished to the Purchaser and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company or the Seller reasonably requested by the Purchaser and the Underwriters, and will cooperate with the Purchaser and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company and the Seller agree promptly to advise the Purchaser if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company or the Seller becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees to use its commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company nor the Seller has have any obligation to review the same other than with respect to information regarding the Company or the SellerSellers) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees that neither the Company Seller nor the Seller Company shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company Seller and Seller the Shareholders shall furnish or cause to be furnished to the Purchaser Purchaser, Parent and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company Seller or the Seller Shareholders reasonably requested by the Purchaser Purchaser, Parent and the Underwriters, and will cooperate with the Purchaser Purchaser, Parent and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company Seller and the Seller Shareholders agree promptly to advise the Purchaser and Parent if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company Seller or the Seller Shareholders becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees and Parent agree to use its their commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company Seller with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company Seller nor any of the Seller Shareholders has any obligation to review the same other than with respect to information regarding the Company or the Seller) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees and Parent agree that neither the Company Seller nor any of the Seller Shareholders shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company and Seller Sellers shall furnish or cause to be furnished to the Purchaser Purchaser, Newco and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company or the Seller Sellers reasonably requested by the Purchaser Purchaser, Newco and the Underwriters, and will cooperate with the Purchaser Purchaser, Newco and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company and the Seller Sellers agree promptly to advise the Purchaser if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company or the Seller Sellers becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees to use its commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company nor the Seller Sellers has any obligation to review the same other than with respect to information regarding the Company or the SellerSellers) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees that neither the Company nor the Seller Sellers shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company Seller and Seller the Shareholders shall furnish or cause to be furnished to the Purchaser and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company Seller or the Seller Shareholders reasonably requested by the Purchaser and the Underwriters, and will cooperate with the Purchaser and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company Seller and the Seller Shareholders agree promptly to advise the Purchaser if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company Seller or the Seller Shareholders becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees to use its commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company Seller with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company Seller nor any of the Seller Shareholders has any obligation to review the same other than with respect to information regarding the Company Company, the Seller or the SellerShareholders) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees that neither the Company Seller nor any of the Seller Shareholders shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company Seller and Seller the Shareholder shall furnish or cause to be furnished to the Purchaser and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company Seller or the Seller Shareholder reasonably requested by the Purchaser and the Underwriters, and will cooperate with the Purchaser and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company Seller and the Seller Shareholder agree promptly to advise the Purchaser if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company Seller or the Seller Shareholder becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees to use its commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company Seller with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company Seller nor the Seller Shareholder has any obligation to review the same other than with respect to information regarding the Company or the Sellersame) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees that neither the Company Seller nor the Seller Shareholder shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company and Seller Sellers shall furnish or cause to be furnished to the Purchaser Purchaser, Newco and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company or the Seller Sellers reasonably requested by the Purchaser Purchaser, Newco and the Underwriters, and will cooperate with the Purchaser Purchaser, Newco and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company and the Seller Sellers agree promptly to advise the Purchaser if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company or the Seller Sellers becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees to use its commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company Sellers nor the Seller Company has any obligation to review the same other than with respect to information regarding the Company or the SellerSellers) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees that neither the Company Sellers nor the Seller Company shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.

COOPERATION IN PREPARATION OF REGISTRATION STATEMENT. (a) The Company and Seller Sellers shall furnish or cause to be furnished to the Purchaser Purchaser, Newco and the underwriters of the Initial Public Offering (the "Underwriters") all of the information concerning the Company or the Seller Sellers reasonably requested by the Purchaser Purchaser, Newco and the Underwriters, and will cooperate with the Purchaser and the Underwriters in the preparation of, any registration statement (or similar document) relating to the Purchaser Financing Transaction and the prospectus (or similar document) included therein (including audited financial statements, prepared in accordance with generally accepted accounting principles). The Company and the Seller Sellers agree promptly to advise the Purchaser if at any time during the period in which a prospectus relating to the Purchaser Financing Transaction is required to be delivered under the Securities Act, any information contained in the prospectus concerning the Company or the Seller Sellers becomes incorrect or incomplete in any material respect, and to provide the information needed to correct such inaccuracy. The Purchaser agrees to use its commercially reasonable best efforts to prepare and file the Registration Statement as promptly as practicable, to furnish the Company Seller with a copy thereof and each amendment thereto in substantially the form in which it is to be filed as promptly as reasonably practicable prior to such filing (it being understood that neither the Company Seller nor the Seller Shareholder has any obligation to review the same other than with respect to information regarding the Company or the SellerSellers) and to diligently seek to cause the Registration Statement to be declared effective and the Initial Public Offering to be completed. The Purchaser agrees that neither the Company Seller nor the Seller Shareholder shall have any responsibility for pro forma adjustments that may be made to the Financial Statements.