Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Oracle Corp), Agreement and Plan of Merger (Opower, Inc.), Agreement and Plan of Merger (Netsuite Inc)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents Proxy Statement and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Art Technology Group Inc), Agreement and Plan of Merger (Rightnow Technologies Inc), Agreement and Plan of Merger (Rightnow Technologies Inc)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents Proxy Statement and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Taleo Corp), Agreement and Plan of Merger (Eloqua, Inc.), Agreement and Plan of Merger (Acme Packet Inc)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Jacuzzi Brands Inc), Agreement and Plan of Merger (Freeport McMoran Copper & Gold Inc), Agreement and Plan of Merger (Phelps Dodge Corp)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority Entity is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Inveresk Research Group Inc), Agreement and Plan of Merger (Charles River Laboratories International Inc)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority governmental body, agency, official, or authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Affymetrix Inc), Merger Agreement (Mercury Interactive Corporation)
Certain Filings. The Company and Parent shall cooperate with one another (ia) in determining whether any action by or in respect of, or filing Filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contracts, Contracts in connection with the consummation of the transactions contemplated by this Agreement and (iib) subject to Section 8.01(a), in taking such reasonable actions or making any such filingsFilings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Measurement Specialties Inc)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents Proxy Statement or the Schedule 13E-3 and seeking timely to obtain any such actions, consents, approvals or waivers. Section 6.13.
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Certain Filings. The Company and Parent shall cooperate --------------- with one another (ia) in connection with the preparation of the Offer Documents and the Company Disclosure Documents, (b) in determining whether any action by or in respect of, or filing with, any Governmental Authority governmental body, agency or official, or authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (iic) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain take any such actions, make any such filings and obtain any such consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dimension Data Holdings PLC)
Certain Filings. The Company and Parent shall cooperate with one another (i) in connection with the preparation of the Company Disclosure Documents and (ii) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material material Contracts, in connection with the consummation of the transactions contemplated by this Agreement Transactions and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waiversCompany Disclosure Documents.
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Certain Filings. The Company and Parent shall cooperate with one another (ia) in connection with the preparation of the Offer Documents and the Company Disclosure Documents, (b) in determining whether any action by or in respect of, or filing with, any Governmental Authority governmental body, agency or official, or authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (iic) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain take any such actions, make any such filings and obtain any such consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (PFC Acquisition Corp)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority not contemplated by this Agreement is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
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Certain Filings. The Company and Parent shall cooperate with one another (ia) in determining whether any action by or in respect of, or filing Filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contracts, Contracts in connection with the consummation of the transactions contemplated by this Agreement and (iib) subject to Section 8.01(a), in taking such reasonable actions or making any such filingsFilings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (TE Connectivity Ltd.)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority governmental body, agency, official, or authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement Transactions and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ign Entertainment Inc)
Certain Filings. The Company and Parent shall cooperate with one another (ia) in determining whether any action by or in respect of, or filing with, any Governmental Authority Government is requiredrequired or advisable, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material material Contracts, in connection with the consummation of the transactions contemplated by this Agreement and (iib) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ixia)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.56
Appears in 1 contract
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining determining, with Parent making any final determination, whether any action by or in respect of, or filing with, any Governmental Authority is requiredrequired or advisable, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material material Contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking taking, upon Parent’s direction, such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ixia)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) along with Ultimate Parent, in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority Government is requiredrequired or advisable, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material material Contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Side Agreement (Tekelec)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractscontracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Certain Filings. The Company and Parent shall cooperate with one another each --------------- other (ia) in determining whether any action by or in respect of, or filing with, any Governmental Authority governmental body, agency, official or authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) b), in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Principal Stockholder Agreement (DTVN Holdings Inc)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents Proxy Statement and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Alexion Pharmaceuticals, Inc.)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority governmental body, agency, official, or authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking using all commercially reasonable efforts to take such reasonable actions or making make any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mercury Interactive Corporation)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents and seeking timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sun Microsystems, Inc.)
Certain Filings. The Company and Parent shall cooperate with one another (i) in determining whether any action by or in respect of, or filing with, any Governmental Authority is required, or any actions, consents, approvals or waivers are required to be obtained from parties to any Material Contractsmaterial contracts, in connection with the consummation of the transactions contemplated by this Agreement and (ii) in taking such reasonable actions or making any such filings, furnishing information required in connection therewith or with the Offer Documents Proxy Statement and seeking to timely to obtain any such actions, consents, approvals or waivers.
Appears in 1 contract
