Preparation of Filings, etc. (a) The Company shall (with Parent and its counsel) diligently do all such acts and things as may be necessary to comply, in all material respects, with National Instrument 54-101 of the CSA in relation to the Special Meeting and, without limiting the generality of the foregoing, shall, in consultation with Parent, use all reasonable efforts to benefit from the accelerated timing contemplated by such instrument.
Preparation of Filings, etc. (a) Each Party shall furnish to the other Parties all information that may be required (i) under applicable Laws for inclusion in or filing with the Further Supplement or (ii) subject to any contractual confidentiality restrictions which the Party has been unable to obtain a waiver with respect thereto in order to implement the other actions described in Article 2. Each Party covenants with and represents and warrants to the other Parties that information to be furnished by it (to the best of its knowledge in the case of information concerning its securityholders and Affiliates) in connection with such Further Supplement, actions or otherwise in connection with the consummation of the Transaction will not contain any untrue statement of a material fact or omit to state a material fact required to be stated in any such document or which is necessary in order to make any information so furnished for use in any such document not misleading in the light of the circumstances in which it is furnished. In particular, Teck shall provide Fording with the Teck Mine Financial Statements and, if required, the consent of its auditor in respect thereof for inclusion in the Further Supplement, and Sherritt and OTPP shall provide Fording with the Luscar New Financial Statements and the consents of the auditors in respect thereof for inclusion in the Further Supplement if Fording receives advice from its auditor and counsel that such financial statements and consent are required to be included in the Further Supplement.
Preparation of Filings, etc. (a) Each of Acquisitionco and the Company shall furnish to the other all information that may be required under Law to be provided concerning such Party and its shareholders for the Company Circular and the implementation of the other actions described in Section 2.5. Each Party covenants with the other that information to be furnished by it (to its knowledge in the case of information concerning its shareholders) in connection with such Company Circular, actions or otherwise in connection with the consummation of the Transaction will not contain any untrue statement of a material fact or omit to state a material fact required to be stated in any such document or which is necessary in order to make any information so furnished for use in any such document not misleading in the light of the circumstances in which it is furnished.
Preparation of Filings, etc. (1) ALCATEL and NEWBRIDGE shall use their reasonable best efforts to cooperate in the preparation, seeking and obtaining of all circulars, filings, consents, Regulatory Approvals and other approvals and other matters in connection with this Agreement and the Arrangement, provided, however, that, with respect to Canadian or U.S. federal, provincial, state or territorial qualifications, ALCATEL shall not be required to register or qualify as a foreign corporation or to take any action that would subject it to service of process in any jurisdiction where it is not now so subject, except as to matters and transactions arising solely from the exchange of the Exchangeable Shares and the provision and listing of the ALCATEL ADSs and the ALCATEL ADRs.
Preparation of Filings, etc. (1) Vivendi, Canal and Seagram shall use their respective reasonable best efforts to cooperate in the preparation, seeking and obtaining of all circulars, filings, consents, Regulatory Approvals and other approvals and other matters in connection with this Agreement and the transactions contemplated by this Agreement. Each of Vivendi, Canal and Seagram shall use its reasonable best efforts to have its Circular cleared by the SEC and/or each other applicable Government Entity and the Form F-4 declared effective by the SEC and to keep the Form F-4 effective as long as is necessary to consummate the transactions contemplated hereby. Each of Vivendi, Canal and Seagram shall, as promptly as practicable after receipt thereof, provide the other parties copies of any written comments and advise the other party of any oral comments with respect to its Circular or the Form F-4 received from the SEC or any other Governmental Entity. The parties shall cooperate and provide the other with a reasonable opportunity to review and comment on any amendment or supplement to the Circulars and the Form F-4 prior to filing such with the SEC and/or each other applicable Government Entity, and will provide each other with a copy of all such filings made. Each party will advise the other parties, promptly after it receives notice thereof, of the time when the Form F-4 has become effective, the issuance of any stop order, the suspension of the qualification of any of the Vivendi Securities for offering or sale in any jurisdiction, or any request by the SEC or any other Governmental Entity for amendment of the Circulars or the Form F-4.
Preparation of Filings, etc. (a) Each Party shall furnish to the others all information that may be required under Law to be provided concerning such Party and its shareholders for the Company Circular, the Symmetry Proxy Statement and the implementation of the other actions described herein. Each Party covenants with the others that information to be furnished by it (to its knowledge in the case of information concerning its shareholders) in connection with the Company Circular, the Symmetry Proxy Statement or otherwise in connection with the consummation of the Transaction will not contain any untrue statement of a material fact or omit to state a material fact required to be stated in any such document or which is necessary in order to make any information so furnished for use in any such document not misleading in the light of the circumstances in which it is furnished. As promptly as practicable and in any event within ten (10) Business Days after the date hereof, the Company shall draft and file with the AMF the Regulation Q-27 Exemption Application and shall permit Symmetry and Acquisitionco to review and comment on drafts of such application in the course of its preparation and shall not file it without the consent of Symmetry and Acquisitionco, not to be unreasonably withheld or delayed. Symmetry shall be entitled to participate in any written or oral submissions in respect of the Regulation Q-27 Exemption Application.
Preparation of Filings, etc. UPM and Repap shall use all reasonable efforts to cooperate in the preparation, seeking and obtaining of all circulars, filings, consents, Regulatory Approvals and other approvals and other matters in connection with this Agreement and the Amalgamation. Each of UPM and Repap shall furnish to the other all such information concerning it and its shareholders as may be required (and, in the case of its shareholders, available to it) for the effectuation of the actions described in Sections 2.3 and the foregoing provisions of this Section 2.4, and each covenants that no information furnished by it (to its knowledge in the case of information concerning its shareholders) in connection with such actions or otherwise in connection with the consummation of the Amalgamation and the other transactions contemplated by this Agreement will contain any untrue statement of a material fact or omit to state a material fact required to be stated in any such document or necessary in order to make any information so furnished for use in any such document not misleading in the light of the circumstances in which it is furnished. Repap shall promptly notify UPM if at any time before the Effective Date it becomes aware that the Repap Circular contains any untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made, or that otherwise requires an amendment or supplement to the Repap Circular or such other document. In any such event, UPM and Repap shall cooperate in the preparation of a supplement or amendment to the Repap Circular or such application or other document, as required and as the case may be, and, if required, shall cause the same to be sent to Repap Shareholders and filed as required by applicable Laws. Repap shall ensure that the Repap Circular complies in all material respects with all applicable Laws. Without limiting the generality of the foregoing, Repap shall ensure that the Repap Circular provides holders of Repap Shares with information in sufficient detail to permit them to form a reasoned judgement concerning the matters to be placed before them at the Repap Meeting.
Preparation of Filings, etc. (a) Company shall use all reasonable efforts to have the Company Circular cleared, if applicable, by any applicable Canadian Securities Regulatory Authority (including by way of exemption) and any other applicable Government Entity. Parent shall use all reasonable efforts to have each of the Registration Statements declared effective by the SEC. Each of Parent and Company shall, immediately upon receipt thereof, provide the other party copies of any written comments and advise the other party of any oral comments, in the case of the Company, with respect to its Circular or, in the case of Parent, the Form S-3 and the Form S-4 (if used) received from the SEC, the Canadian Securities Regulatory Authorities or any other Governmental Entity. The parties shall cooperate and provide the other with a reasonable opportunity to review and comment on the Company Circular, the Form S-3, and the Form S-4 (if used) or any amendment or supplement to any of the aforementioned filings prior to filing such with the SEC, the Canadian Securities Regulatory Authorities and/or each other applicable Government Entity, and will provide each other with a copy of all such filings made. Each party will advise the other party, promptly after it receives notice thereof, of the time when the Form S-3 and the Form S-4 (if used) has become effective, the issuance of any stop order, the suspension of the qualification of any of the Parent Common Shares or the Exchangeable Shares for offering or sale in any jurisdiction, or any request by the SEC, the Canadian Securities Regulatory Authorities or any other Governmental Entity for amendment of the Company Circular, the Form S-3 or the Form S-4 (if used).
Preparation of Filings, etc. (a) The Company shall (in consultation with Parent and its counsel) diligently do all such acts and things as may be necessary to comply, in all material respects, with National Instrument 54-101 – “Communication with Beneficial Owners of Securities of a Reporting Issuer” in relation to the Company Meeting and, without limiting the generality of the foregoing, shall, in consultation with Parent, use all reasonable efforts to benefit from the accelerated timing contemplated by such instrument.
Preparation of Filings, etc. (a) Each of Parent and the Company shall proceed diligently, in a coordinated fashion and use its respective commercially reasonable efforts to cooperate in:
