Common use of Information Statement; Registration Statement Clause in Contracts

Information Statement; Registration Statement. As soon as practicable following the date hereof, Premiere shall file with the Commission an information statement with respect to the Merger (the "Information Statement"). Jacor shall cooperate with Premiere in preparing the Information Statement and shall provide Premiere with all information about Jacor that is required to be included in the Information Statement under the rules and regulations of the Commission under the Exchange Act. As soon as practicable following receipt of final comments from the staff of the Commission on the Information Statement (or advice that such staff will not review such filing), Jacor shall use its reasonable best efforts to file a registration statement on Form S-4 relating to the Jacor Shares issuable in the Merger at the Effective Time (the "Registration Statement") and to have the Registration Statement declared effective by the Commission and to maintain the effectiveness of such Registration Statement until completion of the Merger. The parties shall cooperate in taking any action reasonably necessary to allow the Information Statement to also serve as a prospectus for the Registration Statement (the "Prospectus/Information Statement"). Promptly after the effectiveness of the Registration Statement, Premiere shall mail the Prospectus/Information Statement to all holders of Premiere Shares. Jacor and Premiere shall cooperate with each other in the preparation of the Prospectus/Information Statement and the Registration Statement and shall advise the other in writing if, at any time prior to the Effective Time, any such party shall obtain knowledge of any facts that might make it necessary or appropriate to amend or supplement the Prospectus/Information Statement or the Registration Statement in order to make the statements contained or incorporated by reference therein not misleading or to comply with applicable law. Notwithstanding the foregoing, each party shall be responsible for the information and disclosures which it makes or incorporates by reference in all regulatory filings, the Prospectus/Information Statement and the Registration Statement.

Information Statement; Registration Statement. (a) As soon as practicable following the date hereof, Premiere Acquiror and the Company shall cooperate to prepare promptly and file with the Commission SEC an information statement Information Statement with respect to the Merger (the "Information Statement"). Jacor shall cooperate with Premiere in preparing ) and a registration statement on Form S-4 relating to the Information Statement and shall provide Premiere with all information about Jacor that is required to be included Warrants issuable in the Information Statement under Merger at the rules Effective Time (the "Registration Statement"), subject, however, to deferral until such time as Acquiror and regulations of the Commission under the Exchange ActCompany may reasonably agree in writing. As soon as practicable following receipt of final comments from the staff of the Commission SEC on the Information Statement and Registration Statement (or advice that such staff will not review such filing), Jacor Acquiror shall use its reasonable best efforts to file a registration statement on Form S-4 relating to the Jacor Shares issuable in the Merger at the Effective Time (the "Registration Statement") and to have the Registration Statement declared effective by the Commission SEC and to maintain the effectiveness of such Registration Statement until completion of the Merger. The parties shall cooperate in taking any action reasonably necessary to allow the Information Statement to also serve as a prospectus for the Registration Statement (the "Prospectus/Information Statement"). Promptly after the effectiveness of the Registration Statement, Premiere the Company shall mail the Prospectus/Information Statement to all holders of Premiere SharesCompany Common Stock and holders of Acquiror Common Stock. Jacor Acquiror and Premiere the Company shall cooperate with each other in the preparation of the Prospectus/Information Statement and the Registration Statement and shall advise the other in writing if, at any time prior to the Effective Time, any such party shall obtain knowledge of any facts that might make it necessary or appropriate to amend or supplement the Prospectus/Information Statement or the Registration Statement in order to make the statements contained or incorporated by reference therein not misleading or to comply with applicable law. Notwithstanding the foregoing, each party shall be responsible for the information and disclosures which it makes or incorporates by reference in all regulatory filings, the Prospectus/Information Statement and the Registration Statement.

Information Statement; Registration Statement. (a) As soon as practicable following the date hereof, Premiere Acquiror and the Company shall cooperate to prepare promptly and file with the Commission SEC an information statement Information Statement with respect to the Merger (the "Information Statement"). Jacor shall cooperate with Premiere in preparing ) and a registration statement on Form S-4 relating to the Information Statement and shall provide Premiere with all information about Jacor that is required to be included Warrants issuable in the Information Statement under Merger at the rules Effective Time (the "Registration Statement"), subject, however, to deferral until such time as Acquiror and regulations of the Commission under the Exchange ActCompany may reasonably agree in writing. As soon as practicable following receipt of final comments from the staff of the Commission SEC on the Information Statement and Registration Statement (or advice that such staff will not review such filing), Jacor Acquiror shall use its reasonable best efforts to file a registration statement on Form S-4 relating to the Jacor Shares issuable in the Merger at the Effective Time (the "Registration Statement") and to have the Registration Statement declared effective by the Commission SEC and to maintain the effectiveness of such Registration Statement until completion of the Merger. The parties shall cooperate in taking any action reasonably necessary to allow the Information Statement to also serve as a prospectus for the Registration Statement (the "Prospectus/Information Statement"). Promptly after the effectiveness of the Registration Statement, Premiere the Company shall mail the Prospectus/Information Statement to all holders of Premiere SharesCompany Common Stock and holders of Acquiror Common Stock. Jacor Acquiror and Premiere the Company shall cooperate with each other in the preparation of the Prospectus/Information Statement and the Registration Statement and shall advise the other in writing if, at any time prior to the Effective Time, any such party shall obtain knowledge of any facts that might make it necessary or appropriate to amend or supplement the Prospectus/Information Statement or the Registration Statement in order to make the 33 38 statements contained or incorporated by reference therein not misleading or to comply with applicable law. Notwithstanding the foregoing, each party shall be responsible for the information and disclosures which it makes or incorporates by reference in all regulatory filings, the Prospectus/Information Statement and the Registration Statement.