Reasonable Efforts to Cooperate. The Voting Shareholder hereby consents to the publication and disclosure in the Proxy Statement/Prospectus (and, as and to the extent otherwise required by securities laws or the SEC or any other securities authorities, any other documents or communications provided by the Company, Parent or Merger Sub to any Governmental Authority or to securityholders of the Company) of the Voting Shareholder’s identity and Beneficial Ownership of Subject Shares and the nature of the Voting Shareholder’s commitments, arrangements and understandings under and relating to this Agreement and, if deemed appropriate by the Company or Parent, a copy of this Agreement. The Voting Shareholder will promptly provide any information reasonably requested by the Company, Parent or Merger Sub for any regulatory application or filing made or approval sought in connection with the Merger or the other transactions contemplated by the Merger Agreement (including filings with the SEC).
Reasonable Efforts to Cooperate. The Stockholder will, upon receipt of reasonable advance notice by the Company, without further consideration, provide as promptly as reasonably practicable any customary information reasonably requested by the Company that is necessary for any regulatory application or filing made or approval sought in connection with the transactions contemplated by this Agreement or the Purchase Agreement (including filings with the SEC or any other Governmental Entity).
(a) The Stockholder hereby consents to the publication and disclosure in the Company’s proxy statement, statements of beneficial ownership filed by the Company and its Affiliates (and any other documents or communications provided by the Company to any Governmental Entity or to security holders of the Company) of the Stockholder’s identity and Beneficial Ownership of the Shares and the nature of the Stockholder’s commitments, arrangements and understandings under and relating to this Agreement; provided, however, that the Stockholder shall have the opportunity to review such disclosure prior to its publication in the Company’s proxy statement or such other document or communication, and no information relating to the Stockholder shall be published in the Company’s proxy statement, such other document or communication without the approval of the Stockholder (such approval not to be unreasonably withheld or delayed).
(b) The Stockholder agrees, while this Agreement is in effect, to notify the Company promptly in writing of the number of additional Shares, any options to purchase Shares or other securities of the Company acquired by the Stockholder, if any, after the date hereof (and, for the avoidance of doubt, the Stockholder agrees that any such additional shares shall be, for all purposes of this Agreement, “Shares”).
(c) While this Agreement is in effect, the Stockholder shall use commercially reasonable efforts to take, or cause to be taken, and to do, or cause to be done, and to assist and cooperate with the other parties in doing, all things reasonably necessary to carry out the intent and purposes of this Agreement.
Reasonable Efforts to Cooperate. Each Stockholder Party will (a) use all reasonable efforts to cooperate with the Company, SRH, Parent and Sub in connection with the transactions contemplated by the Merger Agreement, (b) promptly take such actions as are necessary or appropriate to consummate such transactions, and (c) provide any information reasonably requested by the Company, SRH, Parent and Sub for any regulatory application or filing made or approval sought for such transactions (including filings with the Securities and Exchange Commission).
Reasonable Efforts to Cooperate. Subject to and in furtherance of the provisions of the Tranches Agreements, including without limitation, the covenants of the Company and Purchaser set forth in Section 4.4 of the First Tranche Agreement and Section 4.6 of the Second Tranche Agreement, Xxxxxx shall use its reasonable efforts to cooperate with Purchaser and the Company in good faith to consummate and make effective the Transactions.
Reasonable Efforts to Cooperate. (a) Except as contemplated by Section 9, C will, without further consideration, (i) use all reasonable efforts to cooperate with the parties to the Merger Agreement and the ancillary agreements in connection with the transactions contemplated by the Merger Agreement and the ancillary agreements, (ii) promptly execute and deliver such additional documents and take such reasonable actions as are necessary or appropriate to consummate such transactions and (iii) promptly provide any information reasonably requested by the parties to the Merger Agreement and the ancillary agreements for any regulatory application or filing made or approval sought in connection with such transactions (including filings with the SEC or any other Governmental Authority).
(b) C hereby consents to the publication and disclosure in the Registration Statement and the Joint Proxy Statement/Prospectus (and, as and to the extent otherwise required by the Securities Act, the Exchange Act, the rules and regulations of AMEX and the PSE or Governmental Authorities, any other documents or communications provided by A, B or the Company to any Governmental Authority or to securityholders of B or A) C's identity and Beneficial Ownership of the Owned Shares and the nature of C's commitments, arrangements and understandings under and relating to this Agreement.
(c) C agrees that it will cause (i) C LLC before the Effective Time (A) to be formed as contemplated by the C Merger Agreement and (B) to execute and deliver the Stockholders Agreement and the Registration Rights Agreement and (ii) its general partner and its sole limited partner, each of which is a party to the C Merger Agreement, to comply with their obligations under the C Merger Agreement.
(d) C agrees that it will comply in a timely manner with Section 1.04 of the Merger Agreement.
(e) C agrees that, effective as of the Effective Time, it will release B from its obligations, and waive its rights and remedies, under each of the agreements listed in Schedule A hereto and under its existing registration rights agreement with B.
Reasonable Efforts to Cooperate. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, and/or advisable under applicable laws to consummate and make effective the transactions contemplated by this Agreement. Each party hereto shall promptly consult with the other parties hereto and provide any necessary information and material with respect to all filings made by any party hereto with any Governmental Authority in connection with this Agreement and the transactions contemplated hereby.
Reasonable Efforts to Cooperate. The Stockholder Party will provide any information reasonably requested by the Company, Nortel Networks or Sub for any regulatory application or filing made or approval sought for the transactions contemplated by the Merger Agreement (including filings with the SEC).
Reasonable Efforts to Cooperate. (a) Except as contemplated by Section 7, each Stockholder will, without further consideration, promptly provide any information reasonably requested by the Company, Buyer or Merger Sub for any regulatory application or filing made or approval sought in connection with the transactions contemplated by this Agreement or the Merger Agreement (including filings with the SEC or any other Governmental Entity).
(b) Each Stockholder hereby consents to the publication and disclosure in the Proxy Statement, statements of beneficial ownership filed by Buyer and its Affiliates (and any other documents or communications provided by Buyer, Merger Sub or the Company to any Governmental Entity or to security holders of the Company) such Stockholder’s identity and Beneficial Ownership of the Shares and the nature of such Stockholder’s commitments, arrangements and understandings under and relating to this Agreement.
(c) Each Stockholder agrees, while this Agreement is in effect, (i) upon written request by Buyer, to notify Buyer promptly in writing of the number of additional Shares, any options to purchase Shares or other securities of the Company acquired by such Stockholder, if any, after the date hereof and (ii) to notify Buyer promptly in writing if it receives, in its capacity as a Stockholder, any inquiries or proposals relating to the matters contemplated by Section 2(b) and to include in such notice the identity of the counterparty and the material provisions of the inquiry or proposal.
Reasonable Efforts to Cooperate. (a) Applied Digital hereby consents to the publication and disclosure in the Proxy Statement (and, as and to the extent otherwise required by securities Laws or the SEC or securities authorities, any other documents or communications provided by Seller, Purchaser or the Company to any Governmental Entity or to securityholders of the Seller) of Applied Digital’s identity and Beneficial Ownership of the Owned Shares and the nature of Applied Digital’s commitments, arrangements and understandings under and relating to this Agreement and, if deemed appropriate by Seller, a copy of this Agreement. Applied Digital will promptly provide any information reasonably requested by the Company, Seller or Purchaser for any regulatory application or filing made or approval sought in connection with the Transactions (including filings with the SEC).
Reasonable Efforts to Cooperate. The Voting Stockholder hereby consents (as and to the extent required by securities Laws or the SEC) to the publication and disclosure in the Proxy Statement of the Voting Stockholder’s identity and beneficial ownership of Subject Shares and the nature of the Voting Stockholder’s commitments, arrangements and understandings under and relating to this Agreement and, if deemed appropriate by the Company or the Company, a copy of this Agreement. The Voting Stockholder will promptly provide any information reasonably requested by the Company for any regulatory application or filing made or approval sought in connection with the Purchase Agreement or the other transactions (including filings with the SEC).
