Common use of Stockholder Lists Clause in Contracts

Stockholder Lists. The Company shall promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, mailing labels and any available listing or computer file containing the names and addresses of all record holders of Shares and lists of securities positions of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable date, and shall provide to Parent such additional information (including updated lists of stockholders, mailing labels and lists of securities positions) and such other assistance as Parent may reasonably request in connection with the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”). Subject to applicable Legal Requirements, and except for such steps as are necessary to disseminate the Offer Documents and any other information necessary to consummate the Transactions, Parent and Purchaser and their agents shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and files, shall use such information only in connection with the Offer and the Merger and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, to the Company (or, at Parent’s option, destroy) all copies and any extracts or summaries from such information then in their possession or control.

Stockholder Lists. The In connection with the Offer and the Merger, the Company shall promptly furnish Parent with, to the Purchaser or shall cause to be promptly furnished to Parent, a list of its stockholders, designated agent mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists the shares of securities positions of Shares held in stock depositories, in each case accurate and complete Company Common Stock as of a recent date and of those persons becoming record holders subsequent to such date and, to the most extent known, a list of the beneficial owners of the shares of Company Common Stock as of a recent practicable date, together with copies of all security position listings and all other computer files and other information in the Company’s possession or control regarding the beneficial owners of the shares of Company Common Stock, and shall provide furnish to Parent the Purchaser such additional information and assistance (including updated lists of stockholders, mailing labels and lists of securities positionsinformation) and such other assistance as Parent the Purchaser may reasonably request in connection with for the purpose of communicating the Offer to the holders of shares of Company Common Stock. From and the Merger (after the date of this Agreement, all such information concerning the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminatedCompany’s record and, which date shall not be more than ten business days prior to the date extent known, beneficial holders shall be made available to the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)Purchaser. Subject to the requirements of applicable Legal Requirements, laws and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the TransactionsOffer, the Merger and the other transactions contemplated by this Agreement, the Parent and the Purchaser and their agents shall shall, until consummation of the Offer, hold in confidence in accordance with the Confidentiality Agreement the information contained in any of such labels, listings labels and fileslists, shall use such information only in connection with the Offer Offer, the Merger and the Merger other transactions contemplated by this Agreement and, if this Agreement shall be terminatedterminated in accordance with Section 8.1, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, deliver to the Company (or, at Parent’s option, destroy) all copies and any extracts or summaries from of such information then in their possession or under their control.

Stockholder Lists. The In connection with the Offer, the Company shall instruct its transfer agent to furnish Merger Sub (x) promptly furnish Parent with, or shall cause after the date of this Agreement and (y) from time to be promptly furnished to time thereafter as requested by Parent, with a list of its stockholders, stockholders and mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists of securities positions of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable date and of those persons becoming record holders subsequent to such date, together with copies of all lists of stockholders, security position listings and computer files and all other information in the Company’s possession regarding the beneficial owners of the Shares, and shall provide furnish to Parent Merger Sub such additional information and assistance (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent may reasonably request in connection with communicating the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)holders of Shares. Subject to applicable Legal RequirementsApplicable Law, and except for such steps as are necessary to disseminate communicate the Offer Documents and any other information necessary to consummate the Transactionsholders of Shares, Parent and Purchaser Merger Sub and their agents Representatives shall (i) hold in confidence in accordance with the Confidentiality Agreement the such lists, files and information contained in any such labels, listings and files, shall will use such information only in connection with the Offer and the Merger and, and (ii) if this Agreement shall be is terminated, shall, upon request, deliverpromptly either deliver to the Company or destroy, and shall use their reasonable efforts to cause their agents Representatives to deliver, deliver to the Company (oror destroy, at Parent’s option, destroy) all copies and any extracts or summaries from of such information then in their possession or controlcontrol and notify the Company that all such material has been so returned or destroyed.

Stockholder Lists. The In connection with the Offer, the Company shall cause its transfer agent to promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, and Purchaser with (i) mailing labels and any available listing or computer file containing the names and addresses of all record holders of Shares and lists of securities positions (ii) security position listings of Shares held in stock depositories, in each case accurate and complete as of the most a recent practicable date, and with respect to those Persons who become record or beneficial owners subsequent to such date, as of such later date, together with other readily available listings and computer files containing names, addresses and security position listings of record holders and non-objecting beneficial owners of Shares. The Company shall provide to furnish Parent and Purchaser with such additional information (including information, including, without limitation, updated lists listings and computer files of stockholdersholders of Shares, mailing labels and lists of securities positions) security position listings, and such other assistance as Parent Parent, Purchaser or their agents may reasonably request require in connection with communicating the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents record and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)beneficial holders of Shares. Subject to applicable Legal RequirementsLaw, and except for such steps actions as are necessary to disseminate the Offer Documents and any other information necessary to consummate the TransactionsDocuments, Parent and Purchaser and their agents shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and filesdocuments provided to them under this Section 1.2(b), shall use such information only in connection with the Offer and the Merger and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, promptly deliver to the Company all such information and documents (or, at Parent’s option, destroy) along with all copies and any extracts or summaries from such information thereof) then in their possession or control.

Stockholder Lists. The In connection with the Offer, the Company shall cause its transfer agent to furnish Merger Sub promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, with mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares Common Stock as of a recent date and of those persons becoming record holders subsequent to such date, together with copies of all lists of securities positions stockholders, security position listings and computer files and all other information in the Company’s possession or control regarding the beneficial owners of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable dateCommon Stock, and shall provide furnish to Parent Merger Sub such additional information and assistance (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent or AcquisitionCo may reasonably request in connection with communicating the Offer and to the Merger (the holders of Common Stock. The date of the list used to determine the Persons persons to whom the Offer Documents Documents, the Schedule 14D-9 and the Schedule 14D-9 13E-3 are first disseminated, which date shall not be more than ten business days prior disseminated is referred to the date the Offer Documents and the Schedule 14D-9 are first disseminated, as the “Stockholder List Date”). Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactions, Parent Parent, AcquisitionCo and Purchaser and their agents Merger Sub shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and files, shall use such information only in connection with the Offer and the Merger Transactions and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, return to the Company (or, at Parent’s option, destroy) or destroy all copies and any extracts or summaries from of such information then in their possession or controlcontrol and promptly certify to the Company in writing that all such material shall have been returned or destroyed.

Stockholder Lists. The In connection with the Offer and the Merger, the Company shall cause its transfer agent to furnish Sub promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, with mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists of securities positions of Shares held in stock depositories, in each case accurate and complete Company Common Stock as of the most recent practicable date and of those persons becoming record holders subsequent to such date, together with lists, copies of all lists of stockholders, security position listings, computer files and all other information in the Company’s possession or control (or which can be obtained by the Company without unreasonable effort or expense) regarding the beneficial owners of Company Common Stock, and shall provide furnish to Parent Sub such additional information (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent or Sub may reasonably request in connection with communicating the Offer and the Merger (Maryland Short Form Notice to the date record and beneficial holders of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)Company Common Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents Documents, the Maryland Short Form Notice and any other information documents necessary to consummate the Transactionstransactions contemplated by this Agreement, Parent and Purchaser and their agents Sub shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, lists, listings and files, shall use such information only files other than in connection with the Offer and the Merger and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, deliver to the Company (or, at Parent’s option, destroy) or destroy all copies and any extracts or summaries from of such information then in their possession or controlcontrol in accordance with the Confidentiality Agreement.

Stockholder Lists. The In connection with the Offer, the Company shall instruct its transfer agent to furnish Merger Sub promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list (and in any event no later than four (4) Business Days after the date of its stockholders, this Agreement) with mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists of securities positions of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable date and of those persons becoming record holders subsequent to such date, together with copies of all lists of stockholders, security position listings and computer files and all other information in the Company’s possession or control regarding the beneficial owners of the Shares, and shall provide furnish to Parent Merger Sub such additional information and assistance (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent may reasonably request in connection with communicating the Offer and to the Merger holders of Shares (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”). Subject to applicable Legal RequirementsApplicable Law, and except for such steps as are necessary to disseminate communicate the Offer Documents and any other information necessary to consummate the Transactionsholders of Shares, Parent and Purchaser Merger Sub and their agents Representatives (i) shall hold in confidence in accordance with the Confidentiality Agreement the such lists, files and information contained in any such labels, listings and files, shall will use such information only in connection with the Offer and the Merger andand (ii) following the termination of this Agreement, if this Agreement shall be terminated, shall, upon request, deliverpromptly either deliver to the Company or destroy, and shall use their reasonable efforts to cause their agents Representatives to deliver, deliver to the Company (oror destroy, at Parent’s option, destroy) all copies and any extracts or summaries from of such information then in their possession or controlcontrol and notify the Company that all such material has been so returned or destroyed.

Stockholder Lists. The In connection with the Offer, the Company shall cause its transfer agent to furnish Merger Sub promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, with mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares Common Stock as of a recent date and of those persons becoming record holders subsequent to such date, together with copies of all lists of securities positions stockholders, security position listings and computer files and all other information in the Company’s possession or control regarding the beneficial owners of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable dateCommon Stock, and shall provide furnish to Parent Merger Sub such additional information and assistance (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent may reasonably request in connection with communicating the Offer and to the Merger (the holders of Common Stock. The date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior disseminated is referred to the date the Offer Documents and the Schedule 14D-9 are first disseminated, as the “Stockholder List Date”). Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactions, Parent and Purchaser and their agents Merger Sub shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and files, shall use such information only in connection with the Offer and the Merger and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, return to the Company (or, at Parent’s option, destroy) or destroy all copies and any extracts or summaries from of such information then in their possession or controlcontrol and promptly certify to the Company in writing that all such material shall have been returned or destroyed.

Stockholder Lists. The In connection with the Offer, the Company shall cause its transfer agent to furnish to Merger Sub or its designated agent promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, (and in any event within five (5) Business Days following the date hereof) with mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares shares of Company Common Stock as of a recent date and of those persons becoming record holders subsequent to such date, together with copies of all lists of securities positions stockholders, security position listings and computer files and all other information in the Company’s possession or control regarding the beneficial owners of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable dateCompany Common Stock, and shall provide furnish to Parent Merger Sub such additional information and assistance (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent may reasonably request in connection with communicating the Offer and to the Merger (the holders of Company Common Stock. The date of the list used to determine the Persons persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior disseminated is referred to the date the Offer Documents and the Schedule 14D-9 are first disseminated, as the “Stockholder List Date”). Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactions, Parent and Purchaser and their agents Merger Sub shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and files, shall use such information only in connection with the Offer and the Merger Transactions and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, return to the Company (or, at Parent’s option, destroy) or destroy all copies and any extracts or summaries from of such information then in their possession or controlcontrol and promptly certify to the Company in writing that all such material shall have been returned or destroyed.

Stockholder Lists. The From time to time as reasonably requested by Merger Sub or its agents, the Company shall promptly furnish Parent with, or shall cause to be promptly furnished to Parent, Merger Sub with a list of its stockholders, mailing labels and any available listing or computer file containing the names and addresses of all record holders and non-objecting beneficial owners of Shares Common Stock and lists of securities positions of Shares Common Stock held in stock depositories, in each case case, accurate and complete as of the most recent practicable date, and shall provide to Parent such Merger Sub additional information (including updated lists of stockholders, mailing labels and lists of securities positions) and such other assistance as Parent Merger Sub may reasonably request in connection with the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”). Subject to applicable Legal Requirements, and except for such steps as are necessary to disseminate the Offer Documents and any other information necessary to consummate the Transactions, Parent and Purchaser Merger Sub and their agents shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and files, shall use such information only in connection with the Offer and the Merger and, if this Agreement shall be terminatedterminated for any reason, shall, upon requestrequest by the Company, deliver, and shall use their reasonable efforts to cause their agents to deliver, to the Company (or, at Parent’s option, or destroy) all copies and any extracts or summaries from such information then in their possession or control, and, if requested by the Company, promptly confirm to the Company in writing that all such material has been returned or destroyed.

Stockholder Lists. The In connection with the Offer, the Company shall cause its transfer agent to furnish Merger Sub promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, with mailing labels and any available listing or computer file containing the names and addresses of the record Minority Holders as of a recent date and of those persons becoming Minority Holders of record subsequent to such date, together with copies of all record holders of Shares and lists of securities stockholders, security position listings and computer files and all other information in the Company’s possession or control regarding the names, addresses, contact information and positions of Shares held in stock depositories, in each case accurate and complete as all beneficial owners of the most recent practicable dateCommon Stock, and shall provide furnish to Parent Merger Sub such additional information and assistance (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent or Merger Sub may reasonably request in connection with communicating the Offer and to the Merger (the Minority Holders. The date of the list used to determine the Persons persons to whom the Offer Documents and the Schedule 14D-9 Solicitation/Recommendation Statement are first disseminated, which date shall not be more than ten business days prior disseminated is referred to the date the Offer Documents and the Schedule 14D-9 are first disseminated, as the “Stockholder List Date”). Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactions, Parent and Purchaser and their agents Merger Sub shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and files, shall use such information only in connection with the Offer and the Merger Transactions and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, promptly return to the Company (or, at Parent’s optionupon request of the Company, destroy) destroy all copies and any extracts or summaries from of such information then in their possession or controlcontrol and promptly certify to the Company in writing that all such material shall have been returned or destroyed.

Stockholder Lists. The In connection with the Offer and the Merger, the Company shall cause its transfer agent to furnish Acquisition Sub promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, with mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares and Company Common Stock as of a recent date, together with copies of all lists of securities positions stockholders, security position listings, computer files and all other information in the Company’s possession or control regarding the beneficial owners of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable dateCompany Common Stock, and shall provide furnish to Parent Acquisition Sub such additional information (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent or Acquisition Sub may reasonably request in connection with communicating the Offer to the record and the Merger (the date beneficial holders of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)Company Common Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactionstransactions contemplated by this Agreement, Parent and Purchaser and their agents Acquisition Sub shall hold in confidence in accordance with the Confidentiality Agreement not use or disclose the information contained in any such labels, lists, listings and files, shall use such information only files other than in connection with the Offer and the Merger and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, deliver to the Company (or, at Parent’s option, destroy) or destroy all copies and any extracts or summaries from of such information then in their possession or controlcontrol in accordance with the Confidentiality Agreement.

Stockholder Lists. The Company shall promptly furnish Parent with, (or shall cause its transfer agent or agents to be promptly furnished furnish) to Parent, a list of the Merger Sub or its stockholders, designated agent mailing labels and any available listing or computer file containing the names and addresses of all (i) the record holders of the Shares and lists of securities positions of Shares held in stock depositories, in each case accurate and complete as of a recent date, (ii) those persons becoming record holders subsequent to such date and updated on a daily basis, (iii) to the most extent known, a list of the beneficial owners of the Shares as of a recent practicable date, and (iv) to the extent known, those persons becoming beneficial owners of the Shares subsequent to such date and updated on a daily basis, together with copies of all security position listings and all other computer files and other information in the Company's possession or control regarding the record holders and beneficial owners of the Shares, and shall provide furnish to Parent the Merger Sub such additional information and assistance (including updated lists and information) as it may request for the purpose of stockholders, mailing labels and lists of securities positions) and such other assistance as Parent may reasonably request in connection with communicating the Offer to the Company's stockholders. From and the Merger (after the date of this Agreement, all such information concerning the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminatedCompany's record and, which date shall not be more than ten business days prior to the date extent known, beneficial holders shall be made available to the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)Merger Sub. Subject to the requirements of applicable Legal Requirements, laws and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the TransactionsOffer, the Merger and the other transactions contemplated by this Agreement, the Parent and Purchaser and their agents shall the Merger Sub shall, until consummation of the Offer, hold in confidence in accordance with the Confidentiality Agreement the information contained in any of such labels, listings labels and fileslists, shall use such information only in connection with the Offer Offer, the Merger and the Merger other transactions contemplated by this Agreement and, if this Agreement shall be terminatedterminated in accordance with Section 9.1 of this Agreement, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, deliver to the Company (or, at Parent’s option, destroy) all copies and any extracts or summaries from of such information then in their possession or under their control.

Stockholder Lists. The In connection with the Offer, the Company shall promptly cause its transfer agent to furnish Parent with, Purchaser or shall cause to be promptly furnished to Parent, a list of its stockholders, designated agent with mailing labels and any available listing or computer file containing the names and addresses of all record holders of Shares and lists of securities positions with security position listings of Shares held in stock depositories, in each case accurate and complete as of the most a recent practicable date, together with all other available listings and computer files containing names, addresses and security position listings of record holders and beneficial owners of Shares. The Company shall provide to Parent furnish Purchaser with such additional information (information, including updated lists listings and computer files of stockholders, mailing labels and lists of securities positions) security position listings, and such other assistance as Parent Parent, Purchaser or their agents may reasonably request require in connection with communicating the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents record and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)beneficial holders of Shares. Subject to the requirements of applicable Legal Requirements, Laws and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactions, Parent and Purchaser shall not use and their agents shall hold in confidence in accordance with the requirements of the Confidentiality Agreement Agreement, until consummation of the Offer, the information contained furnished in any such labels, listings and files, shall use such information only in connection accordance with the Offer and the Merger this Section 1.2(b) and, if this Agreement shall be terminated, each of Parent and Purchaser shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, deliver to the Company (or, at Parent’s option, destroy) or destroy all copies and any extracts or summaries from of such information then in their its (or its Representatives’) possession or controlin accordance with the terms of the Confidentiality Agreement.

Stockholder Lists. The In connection with the Offer, the Company ----------------- shall promptly furnish Parent withto, or shall cause to be promptly furnished to Parentto, Parent and Subsidiary mailing labels, security position listings, a list of its stockholders, mailing labels non-objecting beneficial owners and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists the shares of securities positions of Shares held in stock depositories, in each case accurate and complete Company Common Stock as of a recent date and of those persons becoming record holders subsequent to such date (to the most recent practicable dateextent available), together with all other relevant information in the Company's possession or control regarding the beneficial owners of shares of Company Common Stock and shall provide to furnish Parent and Subsidiary with such additional information (including updated lists of stockholders, mailing labels and lists of securities positions) and such other assistance as Parent Parent, Subsidiary or their respective agents may reasonably request in connection with communicating the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents record and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)beneficial holders of shares of Company Common Stock. Subject to the requirements of applicable Legal Requirementslaw, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the TransactionsOffer and the Merger (including, without limitation, the solicitation of stockholder votes), Parent and Purchaser Subsidiary shall, and shall cause each of their agents shall to, hold in confidence in accordance with the Confidentiality Agreement the information contained in any of such labelslabels and lists in confidence, listings and files, shall use such information only in connection with the Offer and the Merger Merger, and, if this Agreement shall be is terminated, shallwill, upon request, deliver, and shall will use their reasonable efforts to cause their agents to deliver, deliver to the Company (oror destroy, at Parent’s option, destroy) all copies and any extracts or summaries from of such information or extracts therefrom then in their possession or under their control.

Stockholder Lists. The In connection with the Offer, the Company shall ----------------- promptly furnish Parent withto, or shall cause to be promptly furnished to Parentto, Parent and Subsidiary mailing labels, security position listings, a list of its stockholders, mailing labels non-objecting beneficial owners and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists the shares of securities positions of Shares held in stock depositories, in each case accurate and complete Company Common Stock as of a recent date and of those persons becoming record holders subsequent to such date (to the most recent practicable dateextent available), together with all other relevant, material information in the Company's possession or control regarding the beneficial owners of shares of Company Common Stock and shall provide to furnish Parent and Subsidiary with such additional information (including updated lists of stockholders, mailing labels and lists of securities positions) and such other assistance as Parent Parent, Subsidiary or their respective agents may reasonably request in connection with communicating the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents record and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)beneficial holders of shares of Company Common Stock. Subject to applicable Legal Requirementsthe requirements of law, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the TransactionsOffer and the Merger (including, without limitation, the solicitation of stockholder votes), Parent and Purchaser Subsidiary shall, and shall cause each of their agents shall affiliates to, hold in confidence in accordance with the Confidentiality Agreement the information contained in any of such labelslabels and lists in confidence, listings and files, shall use such information only in connection with the Offer and the Merger Merger, and, if this Agreement shall be is terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, deliver to the Company (or, at Parent’s option, destroy) all copies and any extracts or summaries from of such information or extracts therefrom then in their possession or under their control.

Stockholder Lists. The In connection with the Offer, the Company shall promptly cause its transfer agent to furnish Parent with, or shall cause to be and Merger Sub promptly furnished to Parent, a list of its stockholders, with mailing labels and any available listing or computer file containing the names and addresses of the record Minority Holders as of a recent date and of those persons becoming Minority Holders of record subsequent to such date, together with copies of all record holders of Shares and lists of securities stockholders, security position listings and computer files and all other information in the Company’s possession or control regarding the names, addresses, contact information and positions of Shares held in stock depositories, in each case accurate and complete as all beneficial owners of the most recent practicable dateCommon Stock, and shall provide furnish to Parent and Merger Sub such additional information and assistance (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent or Merger Sub may reasonably request in connection with communicating the Offer and to the Merger (the Minority Holders. The date of the list used to determine the Persons persons to whom the Offer Documents Documents, the Schedule 14D-9 and the Schedule 14D-9 13E-3 are first disseminated, which date shall not be more than ten business days prior disseminated is referred to the date the Offer Documents and the Schedule 14D-9 are first disseminated, as the “Stockholder List Date”). Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactions, Parent and Purchaser and their agents Merger Sub shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and files, shall use such information only in connection with the Offer and the Merger Transactions and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, promptly return to the Company (or, at Parent’s optionupon request of the Company, destroy) destroy all copies and any extracts or summaries from of such information then in their possession or controlcontrol and promptly certify to the Company in writing that all such material shall have been returned or destroyed.

Stockholder Lists. The Company shall promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, mailing labels and any available listing or computer file containing the names and addresses of all record holders of Shares and lists of securities positions of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable date, and shall provide to Parent such additional information (including updated lists of stockholders, mailing labels and lists of securities positions) and such other assistance as Parent may reasonably request in connection with the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days Business Days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”). Subject to applicable Legal Requirements, and except for such steps as are necessary to disseminate the Offer Documents and any other information necessary to consummate the TransactionsDocuments, Parent and Purchaser and their agents shall hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labels, listings and files, shall use such information only in connection with the Offer and the Merger and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, to the Company (or, at Parent’s option, destroy) all copies and any extracts or summaries from such information then in their possession or control.

Stockholder Lists. The In connection with the Offer, the Company shall promptly furnish Parent with, (or shall cause its transfer agent or agents to be promptly furnished furnish) to Parent, a list of its stockholders, Merger Sub or Merger Sub’s designated agent mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists the shares of securities positions of Shares held in stock depositories, in each case accurate and complete Company Common Stock as of a recent date and those Persons becoming record holders subsequent to such date, together with copies of all security position listings and all other computer files and other information in the most recent practicable dateCompany’s possession or control regarding the record holders and beneficial owners of the shares of Company Common Stock, and shall provide furnish to Parent Merger Sub such additional information and assistance (including updated mailing labels, lists of stockholders, mailing labels and lists of securities positionsinformation) and such other assistance as Parent or Merger Sub reasonably may reasonably request in connection with for the purpose of communicating the Offer and the Merger (the date to holders of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)shares of Company Common Stock. Subject to the requirements of applicable Legal RequirementsLaw and, and except for such steps as are actions necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactions, Parent and Purchaser Merger Sub shall, and shall use their agents shall reasonable efforts to cause their respective Representatives to, hold in confidence in accordance with the Confidentiality Agreement the information contained in any such labelslabels and lists, listings and files, shall to use such information only in connection with the Offer and the Merger and, if this Agreement shall be terminated, shallis terminated in accordance with Section 10.1, upon requestwritten request of the Company, deliver, and shall use their reasonable efforts to cause their agents to deliver, deliver promptly to the Company (or, at Parent’s option, destroy) all copies and any extracts or summaries from of such information then in their possession or and under their control, all pursuant to the terms and conditions of the Confidentiality Agreement.

Stockholder Lists. The In connection with the Offer and the Merger, the Company shall cause its transfer agent to furnish Acquisition Sub promptly furnish Parent with, or shall cause to be promptly furnished to Parent, a list of its stockholders, with mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists of securities positions of Shares held in stock depositories, in each case accurate and complete Company Common Stock as of the most recent practicable date, together with copies of all lists of stockholders, security position listings, computer files and all other information in the Company's possession or control regarding the beneficial owners of Company Common Stock, and shall provide furnish to Parent Acquisition Sub such additional information (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent or Acquisition Sub may reasonably request in connection with communicating the Offer to the record and the Merger (the date beneficial holders of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)Company Common Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other information documents necessary to consummate the Transactionstransactions contemplated by this Agreement, Parent and Purchaser and their agents Acquisition Sub shall hold in confidence in accordance with the Confidentiality Agreement not use or disclose the information contained in any such labels, lists, listings and files, shall use such information only files other than in connection with the Offer and the Merger and, if this Agreement shall be terminated, shall, upon request, deliver, and shall use their reasonable efforts to cause their agents to deliver, deliver to the Company (or, at Parent’s option, destroy) or destroy all copies and any extracts or summaries from of such information then in their possession or controlcontrol in accordance with the Confidentiality Agreement.

Stockholder Lists. The In connection with the Offer, the Company shall instruct its transfer agent to furnish Merger Sub (i) promptly furnish Parent with, or shall cause after the date of this Agreement and (ii) from time to be promptly furnished to time thereafter as reasonably requested by Parent, with a list of its stockholders, stockholders and mailing labels and any available listing or computer file containing the names and addresses of all the record holders of Shares and lists of securities positions of Shares held in stock depositories, in each case accurate and complete as of the most recent practicable date preceding the date on which the Offer is commenced and of those persons becoming record holders subsequent to such date, together with copies of all lists of stockholders, security position listings and computer files and all other information in the Company’s possession regarding the beneficial owners of the Shares, and shall provide furnish to Parent Merger Sub such additional information and reasonable assistance (including updated lists of stockholders, mailing labels security position listings and lists of securities positionscomputer files) and such other assistance as Parent may reasonably request in connection with communicating the Offer and the Merger (the date of the list used to determine the Persons to whom the Offer Documents and the Schedule 14D-9 are first disseminated, which date shall not be more than ten business days prior to the date the Offer Documents and the Schedule 14D-9 are first disseminated, the “Stockholder List Date”)holders of Shares. Subject to applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate communicate the Offer Documents and any other information necessary to consummate the Transactionsholders of Shares, Parent and Purchaser Merger Sub and their agents Representatives shall (x) hold in confidence in accordance with the Confidentiality Agreement the such lists, files and information contained in any such labels, listings and files, shall will use such information only in connection with the Offer and the Merger and, in accordance with the terms of this Agreement and (y) if this Agreement shall be is terminated, shall, upon request, deliverpromptly either deliver to the Company or destroy, and shall use their reasonable efforts to cause their agents Representatives to deliver, deliver to the Company (oror destroy, at Parent’s option, destroy) all copies and any extracts or summaries from of such information then in their possession or controlcontrol and notify the Company that all such material has been so returned or destroyed.