Common use of Required Information Clause in Contracts

Required Information. In connection with the preparation of the Form 8-K, the Shareholder Notice Materials, and the approval of the Merger by the Company’s shareholders, and for other reasonable purposes, the Company and Parent each shall, upon request by the other, furnish the other with all information concerning themselves, their respective directors, officers and shareholders and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger and the other transactions contemplated hereby. Each Party warrants and represents to the other Party, and only the other Party, that all such information shall be true and correct in all material respects and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything to the contrary contained in Sections 4.8, 4.9 or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without the prior written or electronic consent of such other Party.

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Registration Statement, the Proxy Statement/Prospectus, the Closing Form 8-Ks and the approval Closing Press Release, or any other statement, filing, notice, release or application made by or on behalf of Quartet, Holdco and/or the Merger by Company to any Government Entity in connection with Mergers and the Company’s shareholdersother transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company and Parent Quartet each shall, upon request by the other, promptly furnish the other with all information concerning themselves, their respective directors, officers officers, shareholders, stockholders and shareholders Affiliates (including the directors of the Company to be elected effective as of the Closing pursuant to Section 5.2 hereof) and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger Mergers and the other transactions contemplated herebypreparation of such document. Each Party party warrants and represents to the other Party, and only the other Party, party that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document and the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided, that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other party for inclusion in any such other Partydocument).

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Registration Statement, the Proxy Statement/Prospectus, the Closing Form 8-K and the approval Closing Press Release, or any other statement, filing, notice, release or application made by or on behalf of Cambridge and/or the Merger by Company to any Government Entity in connection with Transactions and the Company’s shareholdersother transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company and Parent Cambridge each shall, upon request by the other, promptly furnish the other with all information concerning themselves, their respective directors, officers officers, stockholders and shareholders Affiliates (including the directors of Surviving Pubco to be elected effective as of the Closing pursuant to Section 5.2 hereof) and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger Transactions and the other transactions contemplated herebypreparation of such document. Each Party party warrants and represents to the other Party, and only the other Party, party that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document and the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided, that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other party for inclusion in any such other Partydocument).

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Proxy Statement, the Closing Form 8-K and the approval Closing Press Release, or any other statement, filing, notice, release or application made by or on behalf of GGAC and/or the Merger by Company to any Government Entity or other third party in connection with the Company’s shareholdersPurchase and the other transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company and Parent GGAC each shall, upon request by the other, use commercially reasonable best efforts to promptly furnish the other with all information concerning themselves, their respective directors, officers officers, shareholders and shareholders Affiliates and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger Purchase and the other transactions contemplated herebypreparation of such document. Each Party party warrants and represents to the other Party, and only the other Party, party that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document and the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other party for inclusion in any such other Partydocument).

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Closing Form 8-K and the approval Closing Press Release, or any other statement, filing notice or application made by or on behalf of Ascend, Kitara Media and/or NYPG to any Governmental Entity or other third party in connection with the Merger by Mergers and the Company’s shareholdersother transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company Kitara Media, NYPG and Parent Ascend each shall, upon request by any of the otherother parties, furnish the other parties with all information concerning themselves, their respective directors, officers officers, managers, members and shareholders stockholders (including the directors or managers of Ascend, Kitara Media and NYPG to be elected effective as of the Closing) and such other matters as may be reasonably necessary or advisable in connection with the MergerMergers, or any other statement, filing, notice or application made by or on behalf of the Company or Parent Kitara Media, NYPG and Ascend to any Person third party and/or any Governmental Agency Entity in connection with the Merger Mergers and the other transactions contemplated hereby. Each Party of Ascend, Kitara Media and NYPG warrants and represents to the other Party, and only the other Party, parties that all such information shall be true and correct in all material respects and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything to the contrary contained in Sections 4.8, 4.9 or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without the prior written or electronic consent of such other Party.

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Registration Statement, the Proxy Statement/Prospectus, the Closing Form 8-Ks and the approval Closing Press Release, or any other statement, filing, notice, release or application made by or on behalf of Harmony, Mundo and/or the Merger by Company to any Government Entity in connection with the Company’s shareholdersTransactions and the other transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company and Parent Harmony each shall, upon request by the other, promptly furnish the other with all information concerning themselves, their respective directors, officers officers, shareholders, stockholders and shareholders Affiliates (including the directors of the Company to be elected effective as of the Closing pursuant to Section 5.2 hereof) and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger Transactions and the other transactions contemplated herebypreparation of such document. Each Party party warrants and represents to the other Party, and only the other Party, party that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document and the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided, that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other party for inclusion in any such other Partydocument).

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Registration Statement, the Proxy Statement, the Closing Form 8-Ks and the approval Closing Press Release, or any other statement, filing, notice, release or application made by or on behalf of Parent, Holdco and/or the Merger by Company to any Governmental Authority in connection with Mergers and the Company’s shareholdersTransactions (each, a “Reviewable Document”), and for such other reasonable purposes, the Company Company, Parent, Holdco and Parent Merger Sub each shall, upon request by the othera party, promptly furnish the other others with all information concerning themselves, their respective directors, officers officers, shareholders, stockholders and shareholders Affiliates and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger Mergers and the other transactions contemplated herebypreparation of such document. Each Party party warrants and represents to the other Party, and only the other Party, party that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document and the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided, that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other parties for inclusion in any such other Partydocument).

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Proxy Statement/Prospectus, the Closing Form 8-K and the approval Closing Press Release, or any other statement, filing, notice, release or application required to be made by or on behalf of Sino and/or the Merger by Company to any Governmental Entity in connection with the Company’s shareholdersTransactions and the other transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company and Parent Sino each shall, upon request by the other, promptly furnish the other with all information concerning themselves, their respective directors, officers officers, shareholders and shareholders Affiliates and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger Transactions and the other transactions contemplated herebypreparation of such document. Each Party party represents and warrants and represents to the other Party, and only the other Party, others that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document and the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other party for inclusion in any such other Partydocument).

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Closing Form 8-K, the Closing Press Release, the Registration Statement and the approval Proxy Statement/Prospectus, or any other statement, filing, notice, release or application made by or on behalf of Parent, Holdco and/or the Merger by Company or their respective Subsidiaries to any Governmental Entity or other third party in connection with the Company’s shareholdersMergers and the other transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company and Parent and Holdco each shall, upon request by the other, promptly furnish the other with all information concerning themselves, their respective directors, officers managers, officers, equity holders and shareholders Affiliates (including the directors of Holdco to be elected effective as of the Closing pursuant to Section 5.2 hereof) and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger Mergers and the other transactions contemplated herebypreparation of such document. Each Party party warrants and represents to the other Party, and only the other Party, party that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document, as of the date of the Special Meeting and as of the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other party for inclusion in any such other Partydocument).

Required Information. (a) In connection with the preparation of the Parent Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Proxy Statement/Prospectus, the Closing Form 8-K, the Closing Press Release or any other statement, filing, notice, or application (other than pursuant to the HSR Act, for which Section 5.3(a) applies, or applicable FINRA rules and regulations, for which Section 5.3(b) applies) made by or on behalf of Parent or the Company to any Governmental Entity or other third party in connection with the Mergers and the approval of the Merger by the Company’s shareholdersother transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, each of the Company and Parent each shall, upon request by the other, use commercially reasonable efforts (subject to applicable law and contractual restrictions) to furnish the other with all information concerning themselves, their Subsidiaries, and each of their and their Subsidiaries’ respective directors, officers officers, and shareholders stockholders (including the directors of Parent and the Company to be elected effective as of the Closing pursuant to Section 5.2 hereof) and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger and the other transactions contemplated herebyReviewable Document. Each Party warrants and represents to the other Party, and only the other Party, Party that all such information shall provided by it shall, as of the date of the filing of the Reviewable Document, be true and correct in all material respects and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything to the contrary contained in Sections 4.8, 4.9 or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without the prior written or electronic consent of such other Party.

Required Information. In connection with the preparation of the Form Super 8-K, the Shareholder Notice Materials, and the approval of the Merger by the Company’s shareholders, and for other reasonable purposes, the Company and Parent each shall, upon request by the other, furnish the other with all information concerning themselves, their respective directors, officers and shareholders and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger and the other transactions contemplated hereby. Each Party warrants and represents to the other Party, and only the other Party, that all such information shall be true and correct in all material respects and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything to the contrary contained in Sections 4.8, 4.9 or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and ad shareholders without the prior written or electronic consent of such other Party.

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Registration Statement, the Proxy Statement/Information Statement, the Offer Documents, the Closing Form 8-K and the approval Closing Press Release, or any other statement, filing, notice, release or application made by or on behalf of Parent and/or the Company to any Government Entity or other third party in connection with the Merger by and the Company’s shareholdersother transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company and Parent each shall, upon request by the other, promptly furnish the other with all information concerning themselves, their respective directors, officers officers, stockholders and shareholders Affiliates (including the directors of Parent and the Company to be elected effective as of the Closing pursuant to Section 5.3 hereof) and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger and the other transactions contemplated herebypreparation of such document. Each Party party warrants and represents to the other Party, and only the other Party, party that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document, as of the date of the Special Meeting and as of the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other party for inclusion in any such other Partydocument).

Required Information. (a) In connection with the preparation of the Signing Form 8-K, the Shareholder Notice MaterialsSigning Press Release, the Proxy Statement, the Closing Form 8-K and the approval Closing Press Release, or any other statement, filing, notice, release or application required to be made by or on behalf of Parent and/or the Company to any Governmental Entity in connection with the Merger by and the Company’s shareholdersother transactions contemplated hereby (each, a “Reviewable Document”), and for such other reasonable purposes, the Company and Parent each shall, upon request by the other, promptly furnish the other with all information concerning themselves, their respective directors, officers officers, shareholders and shareholders Affiliates and such other matters as may be reasonably necessary or advisable in connection with the Merger, or any other statement, filing, notice or application made by or on behalf of the Company or Parent to any Person and/or any Governmental Agency in connection with the Merger and the other transactions contemplated herebypreparation of such document. Each Party party represents and warrants and represents to the other Party, and only the other Party, others that all such information shall be true and correct in all material respects as of the date of filing, issuance or other submission or public disclosure of such document and the Closing Date and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Notwithstanding anything misleading (provided that each party shall not be responsible for the accuracy or completeness of any information relating to the contrary contained in Sections 4.8, 4.9 other party or 4.10, neither Party may amend, supplement or distribute the Shareholder Notice Materials or Other Filings containing information concerning any other Party hereto or its respective directors, officers and shareholders without information furnished by the prior written or electronic consent of other party for inclusion in any such other Partydocument).