Stockholder Lists. In connection with the Offer, the Company shall cause its transfer agent to, promptly (and in any event within three (3) Business Days after the date hereof) furnish Parent and Purchaser with mailing labels, security position listings and any available listing or computer file containing the names and addresses of the record holders of the Shares as of the latest practicable date and shall furnish Parent and Purchaser with such information and assistance (including periodic updates of such information) as Parent or Purchaser or their agents may reasonably request in communicating the Offer to the record and beneficial holders of the Shares. Subject to the requirements of applicable Laws, and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the Merger and for customary solicitations of tenders, Parent, Purchaser and their Affiliates, associates, agents and advisors, shall keep such information confidential and use the information contained in any such labels, listing and files only in connection with the Offer and the Merger and, should the Offer terminate or if this Agreement shall be terminated, will deliver to the Company all copies of such information then in their possession.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Superior Essex Inc), Agreement and Plan of Merger (LS Cable Ltd.)
Stockholder Lists. In connection with the Offer, the Company shall cause its transfer agent to, promptly (and but in any event within three two (32) Business Days after the date hereof) ), furnish Parent and Purchaser with mailing labels, security position listings and any available listing or computer file containing the names and addresses of the record holders of the Shares as of the latest practicable date and shall furnish Parent and Purchaser with such information and assistance (including periodic updates of such information) as Parent or Purchaser or their agents may reasonably request in communicating the Offer to the record and beneficial holders of the Shares. Subject to the requirements of applicable LawsLaw, and except for such steps actions as are reasonably necessary to disseminate the Offer Documents and any other otherwise to perform its obligations hereunder, each of Parent and Purchaser shall hold all information and documents necessary provided to consummate it under this Section 1.3 in confidence in accordance with the Merger Confidentiality Agreement, and for customary solicitations of tenders, Parent, Purchaser and their Affiliates, associates, agents and advisors, shall keep use such information confidential and use the information contained in any such labels, listing and files documents only in connection with the Offer and the Merger and, should the Offer terminate or if this Agreement shall be terminated, will deliver to the Company all copies of such information then in their possessionMerger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sirtris Pharmaceuticals, Inc.), Agreement and Plan of Merger (Glaxosmithkline PLC)
Stockholder Lists. In connection with the Offer, the Company shall cause its transfer agent to, promptly (and but in any event within three (3) Business Days after the date hereof) on or before February 23, 2007), furnish Parent Purchaser and Purchaser Merger Sub with mailing labels, security position listings and any available listing or computer file containing the names and addresses of the record holders of the Shares as of the latest practicable date and shall furnish Parent Purchaser and Purchaser Merger Sub with such information and assistance (including periodic updates of such information) as Parent Purchaser or Purchaser Merger Sub or their agents may reasonably request in communicating the Offer to the record and beneficial holders of the Shares. Subject to the requirements of applicable Lawslaw, and except for such steps actions as are reasonably necessary to disseminate the Offer Documents and any other otherwise to perform its obligations hereunder, Merger Sub shall hold all information and documents necessary provided to consummate it under this Section 1.3 in confidence in accordance with the Merger Confidentiality Agreement, and for customary solicitations of tenders, Parent, Purchaser and their Affiliates, associates, agents and advisors, shall keep use such information confidential and use the information contained in any such labels, listing and files documents only in connection with the Offer Offer, and the Merger and, should the Offer terminate or if this Agreement shall be have been terminated, will Purchaser and Merger Sub shall promptly deliver (and use their respective reasonable best efforts to cause their agents to deliver) to the Company all copies of such information then in their possessionand documents (and all copies, extracts or summaries thereof).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wild Oats Markets Inc), Agreement and Plan of Merger (Whole Foods Market Inc)
Stockholder Lists. In connection with the Offer, the Company shall promptly furnish or cause its transfer agent to, promptly (to be furnished to Purchaser mailing labels and in any event within three (3) Business Days after the date hereof) furnish Parent and Purchaser with mailing labels, security position listings and any available listing or computer file containing the names and addresses of the record holders of the Shares as of the latest practicable a recent date and shall furnish Parent and Purchaser with such information (including, without limitation, updated lists of stockholders, mailing labels and lists of securities positions) reasonably available to the Company and such assistance (including periodic updates of such information) as Parent or Purchaser or their its agents may reasonably request in communicating the Offer to the record and beneficial holders of the Shares. Subject to the requirements of applicable Laws, law and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the Merger Offer and for customary solicitations of tendersthe Merger, Parent, Purchaser and their Affiliates, associates, agents respective affiliates will hold in confidence such listings and advisorsother information, shall keep use such information confidential and use the information contained in any such labels, listing and files only in connection with the Offer and the Merger and, should the Offer terminate or if this Agreement shall be is terminated, will shall, and shall cause their respective agents or other representatives to, promptly deliver to the Company all copies of all such information (and extracts or summaries thereof) then in their possession.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Seneca West Corp), Agreement and Plan of Merger (Harcor Energy Inc)
Stockholder Lists. In connection with the Offer, the Company shall cause its transfer agent to, promptly (and but in any event within three (3) Business Days after the date hereof) on or before July 16, 2008), furnish Parent and Purchaser with mailing labels, security position listings and any available a listing or computer file containing the names and addresses of the record holders of the Shares as of the latest practicable date and shall furnish Parent and Purchaser with such information and assistance (including periodic updates of such information) as Parent or Purchaser or their agents may reasonably request in communicating the Offer to the record and beneficial holders of the Shares. Subject to the requirements of applicable LawsLaw, and except for such steps actions as are reasonably necessary to disseminate the Offer Documents and any other documents necessary otherwise to consummate the Merger and for customary solicitations of tenders, Parentperform its obligations hereunder, Purchaser shall hold all information and their Affiliatesdocuments provided to it under this Section 1.3 in confidence in accordance with the non-disclosure agreement, associatesdated May 16, agents 2008, between Parent and advisorsthe Company (the “Confidentiality Agreement”), and shall keep use such information confidential and use the information contained in any such labels, listing and files documents only in connection with the Offer Offer, and the Merger and, should the Offer terminate or if this Agreement shall be terminated, will have been terminated Parent and Purchaser shall deliver to the Company all copies of such information then in their possessionand documents (and all copies thereof).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Excel Technology Inc), Agreement and Plan of Merger (Gsi Group Inc)