Common use of Tender Offer Documents Clause in Contracts

Tender Offer Documents. Buyer shall file with the SEC a Tender Offer Statement on Schedule TO (together with all amendments and supplements thereto, the “Schedule TO”) with respect to the Tender Offer. The Schedule TO shall contain or shall incorporate by reference an offer to purchase (an “Offer to Purchase”) and forms of the related letter of transmittal and any related summary advertisement (such Schedule TO, Offer to Purchase and such other documents, together with all supplements and amendments thereto, being referred to herein collectively as the “Offer Documents”). Each of Buyer and the Company agree to correct as promptly as reasonably practical any information provided by it for use in the Offer Documents that shall have become false or misleading in any material respect, and Buyer further agrees to take all steps necessary to cause the Schedule TO, as so corrected, to be filed with the SEC, and the other Offer Documents, as so corrected, to be disseminated to holders of Buyer Common Stock, in each case as and to the extent required by applicable federal securities laws. Buyer shall give the Company and its counsel a reasonable opportunity to review and comment on the Offer Documents prior to such documents being filed with the SEC or disseminated to holders of the Buyer Common Stock, and Buyer shall not file any Offer Documents without Company’s prior approval, which approval shall not be unreasonably withheld. Buyer shall provide the Company and its counsel with any comments that Buyer or its counsel may receive from the SEC or its staff with respect to the Offer Documents promptly after the receipt of such comments and shall provide the Company and its counsel with a reasonable opportunity to participate in the response of Buyer to such comments, and Buyer shall not file any response to such comments without Company’s prior approval, which approval shall not be unreasonably withheld.

Tender Offer Documents. Buyer shall AQU will file with the SEC a Tender Offer Statement on Schedule TO (together with all amendments and supplements thereto, the “Schedule TO”) with respect to the Tender OfferOffer which will contain the materials set forth in this Section 7.8(c). The Schedule TO shall will contain or shall will incorporate by reference an offer to purchase (an “Offer to Purchase”) and forms of the related letter of transmittal and any related summary advertisement (such Schedule TO, Offer to Purchase and such other documents, together with all supplements and amendments thereto, being referred to herein collectively as the “Offer Documents”). Each of Buyer AQU, KBS, the Company and the Company Principal Stockholders agree to correct as promptly as reasonably practical any information provided by it for use in the Offer Documents that shall will have become false or misleading in any material respect, and Buyer AQU further agrees to take all steps necessary to cause the Schedule TO, as so corrected, to be filed with the SEC, and the other Offer Documents, as so corrected, to be disseminated to holders of Buyer AQU Common Stock, in each case as and to the extent required by applicable federal securities laws. Buyer shall AQU will give KBS, the Company Company, the Principal Stockholders and its their counsel a reasonable opportunity to review and comment on the Offer Documents prior to such documents being filed with the SEC or disseminated to holders of the Buyer AQU Common Stock. AQU will provide KBS, the Company, the Principal Stockholders and Buyer shall not file any Offer Documents without Company’s prior approval, which approval shall not be unreasonably withheld. Buyer shall provide the Company and its their counsel with any comments that Buyer AQU or its counsel may receive from the SEC or its staff with respect to the Offer Documents promptly after the receipt of such comments and shall will provide KBS, the Company and its their counsel with a reasonable opportunity to participate in the response of Buyer AQU to such comments, and Buyer shall not file any response to such comments without Company’s prior approval, which approval shall not be unreasonably withheld.

Tender Offer Documents. Buyer Parent shall file with the SEC a Tender Offer Statement on Schedule TO (together with all amendments and supplements thereto, the “Schedule TO”) with respect to the Tender OfferOffers which shall contain the materials set forth in Section 5.6(e). The Each Schedule TO shall contain or shall incorporate by reference an offer to purchase (an “Offer to Purchase”) and forms of the related letter of transmittal and any related summary advertisement (such Schedule TOTOs, Offer Offers to Purchase and such other documents, together with all supplements and amendments thereto, being referred to herein collectively as the “Offer Documents”). Each of Buyer Parent, the Company and the Company Members agree to correct as promptly as reasonably practical any information provided by it for use in the Offer Documents that shall have become false or misleading in any material respect, and Buyer Parent further agrees to take all steps necessary to cause the Schedule TOTOs, as so corrected, to be filed with the SEC, and the other Offer Documents, as so corrected, to be disseminated to holders of Buyer Common Stock, in each case as and to the extent required by applicable federal securities laws. Buyer No filing of, or amendment or supplement to, the Offer Documents shall be made by Parent without the prior consent (which shall not be unreasonably withheld, delayed or conditioned) of the Company and the Members. Parent shall give the Company Company, the Members and its their counsel a reasonable opportunity to review and comment on the Offer Documents prior to such documents being filed with the SEC or disseminated to holders of the Buyer Common Stock, Sponsor Warrants and/ or Stockholder Warrants and Buyer shall not file any such Offer Documents without Company’s prior approval, which approval shall not be unreasonably withheldthe Members and the Company approving the pro forma working capital figure in the Offer Documents. Buyer Parent shall provide the Company Company, the Members and its counsel with any comments that Buyer Parent or its counsel may receive from the SEC or its staff with respect to the Offer Documents promptly after the receipt of such comments and shall provide the Company and its counsel with a reasonable opportunity to participate in the response of Buyer Parent to such comments, and Buyer shall not file any response to such comments without Company’s prior approval, which approval shall not be unreasonably withheld.

Tender Offer Documents. Buyer Parent shall file with the SEC a Tender Offer Statement on Schedule TO (together with all amendments and supplements thereto, the “Schedule TO”) with respect to the Tender OfferOffer which shall contain the materials set forth in Schedule 6.04(b). The Each Schedule TO shall contain or shall incorporate by reference an offer to purchase (an “Offer to Purchase”) and forms of the related letter of transmittal and any related summary advertisement (such Schedule TO, Offer to Purchase and such other documents, together with all supplements and amendments thereto, being referred to herein collectively as the “Offer Documents”). Each of Buyer Parent and the Company agree to correct as promptly as reasonably practical any information provided by it for use in the Offer Documents that shall have become false or misleading in any material respect, and Buyer Parent further agrees to take all steps reasonably necessary to cause the Schedule TO, as so corrected, to be filed with the SEC, and the other Offer Documents, as so corrected, to be disseminated to holders of Buyer Common StockParent Shares, in each case as and to the extent required by applicable federal securities laws. Buyer Parent shall give the Company and its counsel a reasonable opportunity to review and comment on the Offer Documents prior to such documents being filed with the SEC or disseminated to holders of the Buyer Common Stock, and Buyer shall not file any Offer Documents without Company’s prior approval, which approval shall not be unreasonably withheldParent Shares. Buyer Parent shall provide the Company and its counsel with any comments that Buyer Parent or its counsel may receive from the SEC or its staff with respect to the Offer Documents promptly after the receipt of such comments and shall provide the Company and its counsel with a reasonable opportunity to participate in the response of Buyer Parent to such comments, and Buyer shall not file any response to such comments without Company’s prior approval, which approval shall not be unreasonably withheld.

Tender Offer Documents. Buyer Purchaser shall file with the SEC a Tender Offer Statement on Schedule TO (together with all amendments and supplements thereto, the “Schedule TO”) with respect to the Tender OfferOffer which shall contain the materials set forth in this Section 7.5(c). The Schedule TO shall contain or shall incorporate by reference an offer to purchase (an “Offer to Purchase”) and forms of the related letter of transmittal and any related summary advertisement (such Schedule TO, Offer to Purchase and such other documents, together with all supplements and amendments thereto, being referred to herein collectively as the “Offer Documents”). Each of Buyer Purchaser and the Company agree to correct as promptly as reasonably practical any information provided by it for use in the Offer Documents that shall have become false or misleading in any material respect, and Buyer Purchaser further agrees to take all steps necessary to cause the Schedule TO, as so corrected, to be filed with the SEC, and the other Offer Documents, as so corrected, to be disseminated to holders of Buyer Purchaser Common Stock, in each case as and to the extent required by applicable federal securities laws. Buyer Purchaser shall give the Company and its counsel a reasonable opportunity to review and comment on the Offer Documents prior to such documents being filed with the SEC or disseminated to holders of the Buyer Purchaser Common Stock, and Buyer shall not file any Offer Documents without Company’s prior approval, which approval shall not be unreasonably withheld. Buyer Purchaser shall provide the Company and its counsel with any comments that Buyer Purchaser or its counsel may receive from the SEC or its staff with respect to the Offer Documents promptly after the receipt of such comments and shall provide the Company and its counsel with a reasonable opportunity to participate in the response of Buyer Purchaser to such comments, and Buyer shall not file any response to such comments without Company’s prior approval, which approval shall not be unreasonably withheld.

Tender Offer Documents. Buyer shall file with the SEC a Tender Offer Statement on Schedule TO (together with all amendments and supplements thereto, the “Schedule TO”) with respect to the Tender Offer. The Schedule TO shall contain or shall incorporate by reference an offer to purchase (an “Offer to Purchase”) and forms of the related letter of transmittal and any related summary advertisement (such Schedule TO, Offer to Purchase and such other documents, together with all supplements and amendments thereto, being referred to herein collectively as the “Offer Documents”). Each of Buyer and the Company agree to correct as promptly as reasonably practical any information provided by it for use in the Offer Documents that shall have become false or misleading in any material respect, and Buyer further agrees to take all steps necessary to cause the Schedule TO, as so corrected, to be filed with the SEC, and the other Offer Documents, as so corrected, to be disseminated to holders of Buyer Common Stock, in each case as and to the extent required by applicable federal securities laws. Buyer shall give the Company and its counsel a reasonable opportunity to review and comment on the Offer Documents prior to such documents being filed with the SEC or disseminated to holders of the Buyer Common Stock, and Buyer shall not file any Offer Documents without Company’s prior approval, which approval shall not be unreasonably withheld. Buyer shall provide the Company and its counsel with any comments that Buyer or its counsel may receive from the SEC or its staff with respect to the Offer Documents promptly after the receipt of such comments and shall provide the Company and its counsel with a reasonable opportunity to participate in the response of Buyer to such comments, and Buyer shall not file any response to such comments without Company’s prior approval, which approval shall not be unreasonably withheld.

Tender Offer Documents. Buyer Purchaser shall file with the SEC Commission a Tender Offer Statement on Schedule TO (together with all amendments and supplements thereto, the “Schedule TO”) with respect to the Tender Offer. The Each Schedule TO shall contain or shall incorporate by reference an offer to purchase (an “Offer to Purchase”) and forms of the related letter of transmittal and any related summary advertisement (such Schedule TOTOs, Offer Offers to Purchase and such other documents, together with all supplements and amendments thereto, being referred to herein collectively as the “Offer Documents”). Each of Buyer and the Company agree to Purchaser shall correct as promptly as reasonably practical any information provided by it for use contained in the Offer Documents that shall have become false or misleading in any material respect, and Buyer Purchaser further agrees to take all steps necessary to cause the Schedule TOTOs, as so corrected, to be filed with the SECCommission, and the other Offer Documents, as so corrected, to be disseminated to holders of Buyer Common Stockordinary shares, in each case as and to the extent required by applicable federal securities laws. Buyer No filing of, or amendment or supplement to, the Offer Documents shall be made by Purchaser without the prior consent (which shall not be unreasonably withheld, delayed or conditioned) of Sellers’ Representative. Purchaser shall give the Company Sellers’ Representative and its counsel a reasonable opportunity to review and comment on the Offer Documents prior to such documents being filed with the SEC Commission or disseminated to holders of the Buyer Common Stock, and Buyer shall not file any Offer Documents without Company’s prior approval, which approval shall not be unreasonably withheldordinary shares. Buyer Purchaser shall provide the Company Sellers’ Representative and its counsel with any comments that Buyer Purchaser or its counsel may receive from the SEC Commission or its staff with respect to the Offer Documents promptly after the receipt of such comments and shall provide the Company Sellers’ Representative and its counsel with a reasonable opportunity to participate in the response of Buyer Purchaser to such comments, and Buyer shall not file any response to such comments without Company’s prior approval, which approval shall not be unreasonably withheld.

Tender Offer Documents. Buyer shall file with the SEC a Tender Offer Statement on Schedule TO (together with all amendments and supplements thereto, the “Schedule TO”) with respect to the Tender OfferOffer which shall contain the materials set forth in Section 5.10(c). The Schedule TO shall contain or shall incorporate by reference an offer to purchase (an “Offer to Purchase”) and forms of the related letter of transmittal and any related summary advertisement (such Schedule TO, Offer to Purchase and such other documents, together with all supplements and amendments thereto, being referred to herein collectively as the “Offer Documents”). Each of Buyer Buyer, the Company and the Company Stockholders agree to correct as promptly as reasonably practical any information provided by it for use in the Offer Documents that shall have become false or misleading in any material respect, and Buyer further agrees to take all steps necessary to cause the Schedule TO, as so corrected, to be filed with the SEC, and the other Offer Documents, as so corrected, to be disseminated to holders of Buyer Common Stock, in each case as and to the extent required by applicable federal securities laws. Buyer shall give the Company Company, the Stockholders and its their counsel a reasonable opportunity to review and comment on the Offer Documents prior to such documents being filed with the SEC or disseminated to holders of the Buyer Common Stock, and Buyer shall not file any Offer Documents without Company’s prior approval, which approval shall not be unreasonably withheld. Buyer shall provide the Company Company, the Stockholders and its counsel with any comments that Buyer or its counsel may receive from the SEC or its staff with respect to the Offer Documents promptly after the receipt of such comments and shall provide the Company and its counsel with a reasonable opportunity to participate in the response of Buyer to such comments, and Buyer shall not file any response to such comments without Company’s prior approval, which approval shall not be unreasonably withheld.