Filings and Submissions. No later than thirty (30) Business Days following the date of this Agreement, Buyer and, if so required by applicable law, Sellers, shall make all filings and submissions required pursuant to Exhibit 3.2.1(a). In order to obtain the requisite approval for the transactions contemplated by this Agreement under applicable merger control laws, both parties shall:
Filings and Submissions. ITEC shall, with CSI's cooperation and participation, (i) prepare and file with the Commission as soon as reasonably practicable such filings with the Commission as may be necessary and/or required with respect to the transactions contemplated by this Agreement under the Securities Act or the Exchange Act, as applicable, and (ii) take all such action as may be required under state blue sky or securities laws in connection with the transactions contemplated by this Agreement. CSI and ITEC shall each furnish to one another and one another's counsel all such information as may be required for the effectuation of the foregoing actions, and each represents and warrants to the other that no information furnished in connection with such actions or otherwise in connection with the consummation of the Merger and the other transactions contemplated by this Agreement with respect to itself will contain any untrue statement of a material fact or omit to state a material fact required to be stated in order to make any information so furnished, in the circumstances under which it is so furnished, not misleading. CSI and ITEC shall each promptly notify the other if at any time before the Effective Time it becomes aware of filing or submission, whether to the Commission or others, contains information pertaining to it, an untrue statement of material fact or omits to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. In such event, CSI and ITEC shall together prepare a supplement or amendment to such filing or submission which corrects such misstatement or omission, and shall cause the same to be filed with the Commission or others as necessary.
Filings and Submissions. Promptly after the date of this Agreement, Buyer shall make (if permitted under applicable law) or prepare all necessary filings with and submissions to governmental, regulatory or administrative agencies or any other third parties that are required for the consummation of the transactions contemplated by this Agreement. Seller and the Controlling Shareholders shall use their commercially reasonable best efforts to assist Buyer in making or preparing such filings and submissions. Such filings shall include, without limitation:
Filings and Submissions. No Party shall make any filings or submissions without the prior consent of the other Party (such consent not to be unreasonably withheld or delayed), provided, however, that the Buyer and the Buyer's parent corporation may make filings as required under applicable law and/or the relevant rules of the stock [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. 7 exchange on which the Buyer's parent corporation is trading.
Filings and Submissions. As soon as practicable, but in any event no later than 15 (fifteen) Business Days after the date hereof, the Buyer and its legal advisors shall prepare the merger control filings, applications and submissions pursuant to Annex 3.3 and in accordance with applicable laws (the “Merger Control Approvals”) and make all filings pursuant to Annex 3.3 no later than 15 (fifteen) Business Days after the date hereof. Each Party shall procure that the other Party is provided with all necessary information, documentation and reasonable assistance as may be necessary to make the filings, applications and submissions pursuant to Annex 3.3. None of the Parties, their Affiliates or advisors shall, without the prior consent of the other Party (such consent not to be unreasonably withheld or delayed), make any filings, applications, submissions or correspondence to any merger control authority or hold any meeting or substantial conversation with any authority in relation to the merger control procedures set forth in Annex 3.3, unless the other Party participates in or is represented at such meeting or conversation.
Filings and Submissions. (a) No later than 30 (thirty) Business Days following the date of this Agreement, but subject to Section 5.1.2(c), Buyer, and to the extent required under applicable Law, Seller, shall make all filings and submissions (including where applicable, in draft form) to procure that the condition precedent set forth in Section 3.2.1(a) is satisfied as soon as possible after the date of this Agreement.
Filings and Submissions. No later than 20 (twenty) Business Days following the date of this Agreement, Buyer and, if requested, Sellers shall make (if permitted under applicable law) all filings and submissions required pursuant to Article 4.2.1(a). Sellers shall provide Buyer and Buyer shall provide Sellers with all the information necessary for the filings and submissions. No Party shall make any filings or submissions without the prior consent of the other Party (such consent not to be unreasonably withheld or delayed).
Filings and Submissions. Buyer agrees with Sellers that Buyer will make or cause to be made all filings and submissions required by it under any Law applicable to Buyer required for the consummation of the transactions contemplated by this Agreement; PROVIDED, that neither Buyer nor St. Jude will be required to dispose of, hold separately or make any change in, any portion of its business or assets (or the business or assets of the Company or any Subsidiary).
Filings and Submissions. (a) Promptly after the Signing Date:
Filings and Submissions. The Parties shall undertake their respective commercially reasonable best efforts to make all filings and submissions required pursuant to Article 4.2.1(a) within thirty (30) Business Days as from the date of this Agreement or such shorter period of time as required by applicable law. Where a filing or submission is the legal responsibility of both Parties, no Party shall make any filings or submissions without the prior consent of the other Party (such consent not to be unreasonably withheld or delayed). Where a filing or submission is the legal responsibility of only one Party, such Party shall duly cooperate with and consult the other Party in preparing any filing or submission.
