Common use of Newco Actions Clause in Contracts

Newco Actions. Newco shall take such actions as are necessary to effect the transactions contemplated by Section 6.06, Section 6.07 and Section 6.08 hereof, including, without limitation, adoption of an equity incentive plan (the “Newco Incentive Plan”), the receipt of shareholder approval with respect to such plan prior to the Distributions to the extent necessary to comply with NYSE (or NASDAQ, if applicable) shareholder approval rules, and the reservation, issuance and listing of Newco Common Stock. Newco shall prepare and file with the SEC a registration statement on an appropriate form with respect to the shares of Newco Common Stock subject to such equity awards and shall use its reasonable best efforts to have such registration statement declared effective as soon as practicable following the Effective Time and to maintain the effectiveness of such registration statement covering such equity awards (and to maintain the current status of the prospectus contained therein) for so long as such equity awards remain outstanding. With respect to those individuals, if any, who, subsequent to the Effective Time, will be subject to the reporting requirements under Section 16(a) of the 1934 Act, where applicable, Newco shall use all reasonable efforts to administer the Newco Incentive Plan in a manner that complies with Rule 16b-3 promulgated under the 1934 Act.