Common use of Preparation of Form S Clause in Contracts

Preparation of Form S. 4 and the Proxy Statement; Company's Stockholders' Meeting and Parent's Stockholders' Meeting. (a) As soon as practicable following the date of this Agreement, the Company and Parent shall prepare and file with the SEC the Proxy Statement and Parent shall prepare and file with the SEC the Form S-4, in which the Proxy Statement shall be included as a prospectus. Each of the Company and Parent shall use reasonable efforts to have the Form S-4 declared effective under the Securities Act as promptly as practicable after such filing. Each of the Company and Parent shall use reasonable efforts to cause the Proxy Statement to be mailed to the Company's stockholders and Parent's stockholders, respectively, as promptly as practicable after the Form S-4 is declared effective under the Securities Act. Parent shall also take any action (other than qualifying to do business in any jurisdiction in which it is not now so qualified) required to be taken under any applicable state securities or "blue sky" laws in connection with the issuance of Parent Common Stock pursuant to the Merger, and the Company shall furnish all information concerning the Company and the holders of the Company Common Stock and rights to acquire Company Common Stock pursuant to the Company Employee Stock Plans as may be reasonably requested in connection with any such action.

Preparation of Form S. 4 and the Proxy Statement; Company's Stockholders' Shareholders Meeting and Parent's Stockholders' Stockholders Meeting. (a) As soon as practicable following the date of this AgreementSeptember 22, 1995, the Company and Parent shall prepare and file with the SEC the Proxy Statement and Parent and Holdco shall prepare and file with the SEC the Form S-4, in which the Proxy Statement shall be included as a prospectus. Each of the Company Company, Parent and Parent Holdco shall use reasonable its best efforts to have the Form S-4 declared effective under the Securities Act as promptly as practicable after such filing. Each of the Company and Parent shall use reasonable its best efforts to cause the Proxy Statement to be mailed to the Company's stockholders and shareholders or Parent's stockholders, respectively, as promptly as practicable after the Form S-4 is declared effective under the Securities Act. Parent Holdco shall also take any action (other than qualifying to do business in any jurisdiction in which it Parent is not now so qualified) required to be taken under any applicable state securities or "blue sky" laws in connection with the issuance of Parent Common Holdco Capital Stock pursuant to the MergerMergers, and the Company shall furnish all information concerning the Company and the holders of the Company Common Capital Stock and rights to acquire Company Common Capital Stock pursuant to the Company Employee Stock Plans or the New Line Plans as may be reasonably requested in connection with any such action.

Preparation of Form S. 4 and the Proxy StatementStatements; Company's Stockholders' Meeting and Parent's Stockholders' MeetingMeetings. (a) As soon as practicable following the date of this Agreement, the Company and Parent shall prepare and file with the SEC the Proxy Statement and Parent shall prepare and file with the SEC the Form S-4, in which the Proxy Statement shall be included as a prospectus. Each of the Company and Parent shall use reasonable efforts to have the Form S-4 declared effective under the Securities Act as promptly as practicable after such filing. Each of the Company and Parent shall use reasonable efforts to cause the Proxy Statement to be mailed to the Company's stockholders and Parent's stockholders, respectively, of the Company as promptly as practicable after the Form S-4 is declared effective under the Securities Act. Parent shall also take any action (other than qualifying to do business in any jurisdiction in which it is not now so qualified) required to be taken under any applicable state securities or "blue sky" laws in connection with the issuance of Parent Common Stock pursuant to the Merger, and the Company shall furnish all information concerning the Company and the holders of the Company Common Stock and rights to acquire Company Common Stock pursuant to the Company Employee Stock Plans as may be reasonably requested in connection with any such action.

Preparation of Form S. 4 and the Proxy Statement; Company's Stockholders' Shareholders Meeting and Parent's Stockholders' Stockholders Meeting. (a) As soon as practicable following the date of this Agreement, the Company and Parent shall prepare and file with the SEC the Proxy Statement and Parent shall prepare and file with the SEC the Form S-4, in which the Proxy Statement shall will be included as a prospectus. Each of the Company and Parent shall use reasonable its best efforts to have the Form S-4 declared effective under the Securities Act as promptly as practicable after such filing. Each of the Company and Parent shall will use reasonable its best efforts to cause the Proxy Statement to be mailed to the Company's stockholders and shareholders or Parent's stockholders, respectively, as promptly as practicable after the Form S-4 is declared effective under the Securities Act. Parent shall also take any action (other than qualifying to do business in any jurisdiction in which it is not now so qualified) required to be taken under any applicable state securities or "blue sky" laws in connection with the issuance of Parent Common Stock pursuant to the Merger, and the Company shall furnish all information concerning the Company and the holders of the Company Common Capital Stock and rights to acquire Company Common Capital Stock pursuant to the Company Employee Stock Plans or the New Line Plans as may be reasonably requested in connection with any such action.

Preparation of Form S. 4 and the Proxy Statement; Company's Stockholders' Shareholders Meeting and Parent's Stockholders' Stockholders Meeting. (a) As soon as practicable following the date of this Agreement, the Company and Parent shall prepare and file with the SEC the Proxy Statement and Parent shall prepare and file with the SEC the Form S-4, in which the Proxy Statement shall will be included as a prospectus. Each of the 48 40 Company and Parent shall use reasonable its best efforts to have the Form S-4 declared effective under the Securities Act as promptly as practicable after such filing. Each of the Company and Parent shall will use reasonable its best efforts to cause the Proxy Statement to be mailed to the Company's stockholders and shareholders or Parent's stockholders, respectively, as promptly as practicable after the Form S-4 is declared effective under the Securities Act. Parent shall also take any action (other than qualifying to do business in any jurisdiction in which it is not now so qualified) required to be taken under any applicable state securities or "blue sky" laws in connection with the issuance of Parent Common Stock pursuant to the Merger, and the Company shall furnish all information concerning the Company and the holders of the Company Common Capital Stock and rights to acquire Company Common Capital Stock pursuant to the Company Employee Stock Plans or the New Line Plans as may be reasonably requested in connection with any such action.

Preparation of Form S. 4 and the ------------------------------- Proxy Statement; Company's Stockholders' Meeting and Parent's Stockholders' Shareholders Meeting. (a) As soon as -------------------------------------- practicable following the date of this Agreement, the Company and Parent shall prepare and file with the SEC the Proxy Statement and Parent shall prepare and file with the SEC the Form S-4, in which the Proxy Statement shall will be included as a prospectus. Each of the Company and Parent shall use all reasonable efforts to have the Form S-4 declared effective under the Securities Act as promptly as practicable after such filing. Each of the The Company and Parent shall will use its reasonable efforts to cause the Proxy Statement to be mailed to the Company's stockholders and Parent's stockholders, respectively, shareholders as promptly as practicable after the Form S-4 is declared effective under the Securities Act. Parent shall shall, at its expense, also take any action (other than qualifying to do business in any jurisdiction in which it is not now so qualified) required to be taken under any applicable state securities or "blue sky" laws in connection with the issuance of Parent Common Stock pursuant to in the Merger, Merger and under the Company Stock Plans. Each of Parent and the Company shall furnish all information concerning the Company and the holders of the Company Common Stock and rights to acquire Company Common Stock pursuant itself to the Company Employee Stock Plans other as may be reasonably requested in connection with any such actionaction and the preparation, filing and distribution of the Form S-4 and the preparation, filing and distribution of the Proxy Statement.