Common use of Advice of Changes; Filings Clause in Contracts

Advice of Changes; Filings. The Company shall confer on a regular and frequent basis with Parent, report on operational matters and promptly advise Parent orally and in writing of any change or event having, or which could reasonably be expected to have, a material adverse effect on the Company and its Subsidiaries, taken as a whole. The Company shall promptly provide Parent copies of all filings made by the Company or any of its Subsidiaries with any Federal, state or foreign Governmental Entity in connection with this Agreement and the transactions contemplated hereby, other than the portions of such filings that include confidential information not directly related to the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Conformed Copy (Zurich Reinsurance Centre Holdings Inc), Conformed Copy (Zurich Insurance Co)

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Advice of Changes; Filings. The Company shall confer with Parent on a regular and frequent basis with Parent, to report on operational matters and other matters requested by Parent and promptly advise Parent orally and in writing of any change or event having, or which could that is reasonably be expected likely to have, have a material adverse effect on the Company and its Subsidiaries, taken as a wholeMaterial Adverse Effect. The Company shall promptly provide Parent and Merger Sub with copies of all filings made by the Company, and Parent and Merger Sub shall promptly provide the Company or any with copies of its Subsidiaries all filings made by either of them, with any Federal, state or foreign Governmental Entity in connection with this Agreement and the transactions contemplated herebyTransactions, other than the portions of such filings that include confidential information not directly related to the transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Riviera Holdings Corp), Agreement and Plan of Merger (Isle Investors LLC)

Advice of Changes; Filings. The Company and each of its subsidiaries shall (i) confer on a regular and frequent basis with Parent, Parent to report on operational matters and other matters requested by Parent and (ii) promptly advise Parent orally and in writing of any change or event having, or which that could reasonably be expected to have, have a material adverse effect on the Company and its Subsidiaries, taken as a wholeCompany. The Company and Parent shall each promptly provide Parent the other copies of all filings made by the Company or any of its Subsidiaries such party with any Federal, state or foreign Governmental Entity in connection with this Agreement and the transactions contemplated hereby, other than the portions of such filings that include confidential information not directly related to the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (International Business Machines Corp), Agreement and Plan of Merger (Mainspring Inc)

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Advice of Changes; Filings. The Company shall confer with Parent on a regular and frequent basis with Parent, to report on operational matters and other matters in each case as reasonably requested by Parent. The Company shall promptly advise Parent orally and in writing of any change or event having, or which could that would reasonably be expected to have, have a material adverse effect on Company Material Adverse Effect. Parent shall promptly advise the Company orally and its Subsidiaries, taken as in writing of any change or event that would reasonably be expected to have a wholeParent Material Adverse Effect. The Company and Parent shall each promptly provide Parent the other copies of all filings made by the Company or any of its Subsidiaries such party with any Federal, state or foreign Governmental Entity in connection with this Agreement and the transactions contemplated herebyTransactions, other than the portions of such filings that include confidential information not directly related to the transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Synaptic Pharmaceutical Corp)

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