Common use of Filings; Other Actions; Notification Clause in Contracts

Filings; Other Actions; Notification. (a) The Company and Parent shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement. Subject to applicable Laws relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company and Parent shall act reasonably and as promptly as practicable.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ceridian Corp), Agreement and Plan of Merger (Abr Information Services Inc)

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Filings; Other Actions; Notification. (a) The Company and Parent Buyer shall cooperate with each other and shall use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to as promptly as practicable consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicableTransactions, including preparing and filing as soon promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon promptly as practicable all consents, registrations, approvals, permits and authorizations Permits necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the OfferTransactions. Whenever this Agreement requires the Company to take any action, such requirement shall be deemed to include an undertaking on the Merger or any part of the other transactions contemplated by this AgreementCompany to cause each of its relevant Subsidiaries to take such action and a guarantee of the performance thereof. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent Buyer and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent Buyer or the Company, as the case may be, and any of their respective Subsidiaries, that appear appears in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with obtaining the Merger Permits required to consummate the Transactions and the other transactions contemplated by this AgreementMergers. In exercising the foregoing right, each of the Company and Parent Buyer shall act reasonably and as promptly as practicable.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Carter Wallace Inc /De/), Asset Purchase Agreement (Church & Dwight Co Inc /De/)

Filings; Other Actions; Notification. (a) The Company and Parent shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective all reasonable best efforts to to, take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its their part under this Agreement and applicable Applicable Laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary notices, reports reports, applications and other filings and to obtain as soon promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement, including (i) contesting any legal proceeding challenging the Merger; and (ii) the execution of any additional instruments necessary to consummate the transactions contemplated hereby. Subject to applicable Applicable Laws relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, with respect to all the information relating to Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company and Parent shall act reasonably and as promptly as practicable.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Vitamin Shoppe Industries), Agreement and Plan of Merger (Vitaminshoppe Com Inc)

Filings; Other Actions; Notification. (a) The CPI, the Company and Parent shall cooperate with each other and shall use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger Mergers and the other transactions contemplated by this Agreement Assets Purchase as soon promptly as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this AgreementMergers. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent Parent, CPI or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger Mergers and the other transactions contemplated by this AgreementAssets Purchase. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Carter Wallace Inc /De/), Agreement and Plan of Merger (MCC Acquisition Holdings Corp)

Filings; Other Actions; Notification. (a) The Company Sellers and Parent Purchaser shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all actions, prepare and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement file as soon as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary applications, notices, reports petitions, filings and other filings documents, including notification and report under the HSR Act, the Exon-Xxxxxx provisions of the United States Defense Production Act and the Competition Act (Canada) and to obtain as soon promptly as practicable all permits, consents, registrations, approvals, permits approvals and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate connection with the Offer, the Merger or any of the other transactions contemplated by this Agreement; provided that Sellers shall not be required to prepare and file any such documentation or to obtain any such permits, consents, approvals and authorizations in connection with the Purchaser's financing of its purchase of Stock under this Agreement, all of which shall be the sole responsibility of Purchaser. Subject to applicable Laws laws relating to the exchange of information, Parent Hercules and the Company Purchaser shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent or the Company, Sellers or Purchaser, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions (including Purchaser's financing of its purchase of Stock hereunder) contemplated by this Agreement. In exercising the foregoing right, each of the Company Hercules and Parent Purchaser shall act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Stock Purchase Agreement (At&t Capital Corp /De/)

Filings; Other Actions; Notification. (a) The Each of the Company and Parent shall cooperate with each the other and use (and shall cause their respective Subsidiaries to use) their respective best all commercially reasonable efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary applications, notices, reports petitions, filings and other filings documents and to obtain as soon promptly as practicable all permits, consents, registrations, approvals, permits approvals and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement; provided, however, that neither the foregoing nor anything else in this Agreement shall require Parent to take or to permit the Company to take any action or agree to take any action that would involve the disposition of any assets that are material to Parent and its Subsidiaries, taken as a whole. Subject to applicable Laws relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company and Parent shall act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Moore Medical Corp)

Filings; Other Actions; Notification. (a) The Company Each of Buyer and Parent the Seller shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws Law, to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including SC1:4515121.14 preparing and filing submitting as soon promptly as practicable all documentation to effect all necessary notices, reports reports, submissions and other filings and to obtain as soon promptly as practicable all consents, registrations, approvals, permits the Company Approval and authorizations any Permits necessary or advisable to be obtained from any third party and/or or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement. Subject to (i) applicable Laws relating to the exchange of information, Parent information and the direction of any Governmental Entity and (ii) matters not related to the business of the Company that the Seller or Buyer reasonably determines should not be disclosed to the other due to confidentiality concerns, Buyer, on the one hand, and the Seller, on the other hand, shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent Buyer or the Seller and the Company, as the case may be, and any of their respective SubsidiariesSubsidiaries or Affiliates, as applicable, that appear appears in any filing made with, or written materials submitted to, any third party and/or or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Seller, the Company and Parent Buyer shall act reasonably and as promptly as practicable. Each of Buyer, the Seller and the Company will respond promptly under the circumstances to any requests for additional information by any Governmental Entity in connection with the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Impax Laboratories Inc)

Filings; Other Actions; Notification. (a) The Company Subject to the terms and conditions set forth in this Agreement, each of the Company, Parent and Merger Sub shall cooperate with each other and use (and shall cause their its respective Subsidiaries to useto) their cooperate and use its respective reasonable best efforts to (i) promptly make any required submissions and filings under applicable Law or to Governmental Entities with respect to the Merger and the other transactions contemplated by this Agreement, (ii) promptly furnish information requested in connection with such submissions and filings to such Governmental Entities or under such applicable Law, (iii) keep the other parties reasonably informed with respect to the status of any such submissions and filings to such Governmental Entities or under such applicable Law, including with respect to: (A) the occurrence or receipt of any Consent under such applicable Law, (B) the expiration or termination of any waiting period, (C) the commencement or proposed or threatened commencement of any investigation, litigation or administrative or judicial action or proceeding under such applicable Law, and (D) the nature and status of any objections raised or proposed or threatened to be raised under such applicable Law with respect to the Merger or the other transactions contemplated by this Agreement, (iv) obtain all Consents and Permits from any Governmental Entity (including the Regulatory Clearances) or any other Person necessary to consummate the transactions contemplated by this Agreement as soon as practicable, and (v) take or cause to be taken all other actions, and do or cause to be done all other things, necessary, proper or advisable on its part under this Agreement and applicable Laws reasonably necessary to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement. Subject to applicable Laws relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company and Parent shall act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Scana Corp)

Filings; Other Actions; Notification. (a) The Company and Parent shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon as practicable all consentsconsents (including, but not limited to, the parties cooperating and using their reasonable best efforts to obtain the consents listed in Section 5.1(d) of the Company Disclosure Letter), registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement. Subject to applicable appli- cable Laws relating to the exchange of informationinformation and the preservation of any applicable attorney-client privilege, work-product doctrine, self-audit privilege or other similar privilege, Parent and the Company shall have the right to review and comment on in advance, and to the extent practicable each will consult the other on, all the information relating to Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company and Parent shall act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nisource Inc)

Filings; Other Actions; Notification. (a) a The Company and Parent Buyer shall cooperate with each other and shall use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to as promptly as practicable consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicableTransactions, including preparing and filing as soon promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon promptly as practicable all consents, registrations, approvals, permits and authorizations Permits necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the OfferTransactions. Whenever this Agreement requires the Company to take any action, such requirement shall be deemed to include an undertaking on the Merger or any part of the other transactions contemplated by this AgreementCompany to cause each of its relevant Subsidiaries to take such action and a guarantee of the performance thereof. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent Buyer and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent Buyer or the Company, as the case may be, and any of their respective Subsidiaries, that appear appears in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with obtaining the Merger Permits required to consummate the Transactions and the other transactions contemplated by this AgreementMergers. In exercising the foregoing right, each of the Company and Parent Buyer shall act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Asset Purchase Agreement (Armkel LLC)

Filings; Other Actions; Notification. (a) The Company and Parent Buyer shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary applications, notices, reports petitions, filings and other filings documents, and to obtain obtaining as soon promptly as practicable all permits, consents, registrationsapprovals and authorizations, approvals, permits and authorizations necessary or advisable to be made to or with or obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement. Subject to applicable Laws laws relating to the exchange of information, Parent Buyer and the Company shall have the right to review in advanceadvance (or promptly in the case of filings or submissions made prior to the date hereof), and to the extent practicable each will consult the other on, all the information relating to Parent Buyer or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company and Parent Buyer shall act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Stock Purchase Agreement (Marsh & McLennan Companies Inc)

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Filings; Other Actions; Notification. (a) The Company Shareholders and Parent AQUM shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement. Subject to applicable Laws laws relating to the exchange of information, Parent AQUM and the Company Shareholders shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent AQUM or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company Shareholders and Parent AQUM shall act reasonably and as promptly as practicable.. (b) The Shareholders and AQUM each shall keep the other apprised of the status of matters relating to completion of the transactions contemplated hereby for the Second Closing, including promptly furnishing the other with copies of notice or other communications received by AQUM, the Company or the Shareholders, as the case may be, from any third party and/or any Governmental Entity with respect to the transactions contemplated by this Agreement. AQUM shall give prompt notice to the other of any change that is reasonably likely to result in a AQUM Material Adverse Effect. 6.09

Appears in 1 contract

Samples: Stock Purchase Agreement

Filings; Other Actions; Notification. (a) The Company Each of the Sellers and Parent Buyer shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) use their respective reasonable best efforts to, and propose to the Sponsored Investment Companies that they take or cause to be taken all actions, and do or cause to be done all things, things necessary, proper or advisable on its part under this Agreement the Transaction Documents and applicable Laws Applicable Law to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement Transactions as soon as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or and any Governmental Entity Authority in order to consummate the Offer, the Merger or any of the other transactions contemplated by this AgreementTransactions. Subject to applicable Applicable Laws relating to the exchange of information, Parent Buyer Parent, Buyer, Private Partnership, Public Partnership and the Company shall have the right to review in advanceGeneral Partner shall, and to the extent practicable each will practicable, consult the other on, on and obtain consent with respect to all the information relating to Parent Buyer Parent, Buyer or the CompanySellers, as the case may be, and any of their respective Subsidiaries, Subsidiaries that appear in any filing made with, or written materials submitted to, any Authority or third party and/or any Governmental Entity in connection with the Merger Transactions and the other transactions contemplated by this Agreementparties hereto shall cooperate in such efforts. In exercising the foregoing right, each of Buyer Parent, Buyer and the Company and Parent Sellers shall act reasonably and as promptly as reasonably practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nvest Lp)

Filings; Other Actions; Notification. (a) The Company and Parent shall cooperate with each other and shall use (and shall cause their respective Subsidiaries to use) their respective best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon promptly as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this AgreementMerger. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this AgreementMerger. In exercising the foregoing right, each of the Company and Parent shall act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Baltek Corp)

Filings; Other Actions; Notification. (a) The Company and Parent shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon as practicable all consentsconsents (including, but not limited to, the parties cooperating and using their reasonable best efforts to obtain the consents listed in Section 5.1(d) of the Company Disclosure Letter), registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions trans actions contemplated by this Agreement. Subject to applicable Laws relating to the exchange of informationinformation and the preservation of any applicable attorney-client privilege, work-product doctrine, self-audit privilege or other similar privilege, Parent and the Company shall have the right to review and comment on in advance, and to the extent practicable each will consult the other on, all the information relating to Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company and Parent shall act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Columbia Energy Group)

Filings; Other Actions; Notification. (a) The Each of AQU, KBS and the Company and Parent shall will cooperate with each other the others and use (and shall cause their respective Subsidiaries to use) their respective best all commercially reasonable efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws Legal Requirements to consummate the Offer and make effective the Merger and the other transactions contemplated by this Agreement Transactions as soon as practicable, including preparing and filing as soon promptly as practicable all documentation to effect all necessary applications, notices, reports petitions, filings and other filings documents and to obtain as soon promptly as practicable all consents, registrations, approvals, permits and authorizations Permits necessary or advisable to be obtained from any third party and/or any Governmental Entity Authority in order to consummate the OfferTransactions (it being understood that the failure to obtain any such Permits will not, by itself, cause the Merger or conditions set forth in Article VIII to be deemed not to be satisfied, and it being further understood that neither the Company nor its Affiliates will be required to expend any of the other transactions contemplated by this Agreementmoney with respect thereto). Subject to applicable Laws Legal Requirements relating to the exchange of information, Parent and the Company shall parties hereto will have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent AQU or the Company, as the case may be, and any of their respective SubsidiariesAffiliates, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity Authority in connection with the Merger and the other transactions contemplated by this Agreementhereby. In exercising the foregoing right, each of the Company and Parent shall party will act reasonably and as promptly as practicable.

Appears in 1 contract

Samples: Share Exchange Agreement (Aquasition Corp.)

Filings; Other Actions; Notification. (a) The Company and Parent shall cooperate with each other and use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Merger Mergers and the other transactions contemplated by this Agreement as soon as practicable, including preparing and filing as soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as soon as practicable all consentsconsents (including, but not limited to, the parties cooperating and using their reasonable best efforts to obtain the consents listed in Section 5.1(d) of the Company Disclosure Letter), registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Offer, the Merger Mergers or any of the other transactions contemplated by this Agreement. Subject to applicable appli- cable Laws relating to the exchange of informationinformation and the preservation of any applicable attorney-client privilege, work-product doctrine, self-audit privilege or other similar privilege, Parent and the Company shall have the right to review and comment on in advance, and to the extent practicable each will consult the other on, all the information relating to Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Merger Mergers and the other transactions contemplated by this Agreement. In exercising the foregoing right, each of the Company and Parent shall act reasonably and as promptly as practicable.. 42

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nisource Inc)

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