Common use of Filing Statement Clause in Contracts

Filing Statement. (a) As soon as reasonably practicable following the date of this Agreement, ▇▇▇▇▇▇▇ and Alpha agree to prepare and complete (or coordinate the preparation and completion of) the Filing Statement together with any other documents required by Applicable Laws in connection with the Filing Statement and the Transaction. (b) Crystal will ensure that the Filing Statement complies in all material respects with all applicable Laws, and, without limiting the generality of the foregoing, that the Filing Statement will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made (other than in each case with respect to any information furnished by or on behalf of Alpha). (c) Alpha will ensure that the Filing Statement complies in all material respects with all applicable Laws, and, without limiting the generality of the foregoing, that the Filing Statement will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made (other than in each case with respect to any information furnished by or on behalf of Crystal). (d) The Parties will each timely furnish all such necessary information, records, financial statements, studies and other information concerning each Party, respectively, as may be reasonably required in the preparation of the Filing Statement and other documents related thereto. (e) ▇▇▇▇▇▇▇, Alpha and their respective legal counsel and auditors will be given a reasonable opportunity to review and comment on the Filing Statement and other documents related thereto before they become final, and the Filing Statement will be in form and content satisfactory to Crystal and Alpha, acting reasonably. (f) Crystal and Alpha will file (or cause to be filed) with the TSX-V the Filing Statement and all other documentation required in connection with the Filing Statement by the TSX-V. Notwithstanding the foregoing, Crystal and Alpha will not deliver and file the Filing Statement with the TSX-V until Crystal and Alpha have provided written confirmation that the form of Filing Statement is acceptable to each, acting reasonably. (g) The Parties will keep each other Party and their respective counsel fully apprised of all substantive written (including email) and oral communications and all meetings with the TSX-V in respect of the Filing Statement or the Transaction, and will not participate in such material communications or meetings without giving the other Party and their respective counsel the opportunity to participate therein. (h) The Parties will promptly notify each other if, at any time before the earlier of the Effective Time and the termination of this Agreement in accordance with its terms, it becomes aware that the Filing Statement contains an untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made, or that otherwise requires an amendment or supplement to the Filing Statement, and each Party will co-operate in the preparation of any amendment or supplement to the Filing Statement, as required or appropriate, and Crystal will promptly file any amendment or supplement to the Filing Statement on SEDAR, (or if required) mail or otherwise disseminate any amendment or supplement to the Filing Statement to its shareholders.

Filing Statement. (a) As soon as reasonably practicable practicable, following the date of this Agreement, ▇▇▇▇▇▇▇ Blackstone and Alpha Lattice agree to prepare and complete (or coordinate the preparation and completion of) the Filing Statement together with any other documents required by Applicable Laws in connection with the Filing Statement and the Transaction. (b) Crystal Blackstone will ensure that the Filing Statement complies in all material respects with all applicable Applicable Laws, and, without limiting the generality of the foregoing, that the Filing Statement will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made (other than in each case with respect to any information furnished by or on behalf of Alpha).Lattice) and will provide Blackstone Shareholders with information in sufficient detail to permit them to form a reasoned judgment concerning the Transaction (other than with respect to any information furnished by Lattice) and will include the unanimous recommendation of the Blackstone Board that Blackstone Shareholders provide the Blackstone Shareholder Approval, if required by the TSX-V. (c) Alpha Lattice will ensure that the Filing Statement complies in all material respects with all applicable Applicable Laws, and, without limiting the generality of the foregoing, that the Filing Statement will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made (other than in each case with respect to any information furnished by or on behalf of CrystalBlackstone or the Blackstone Sub). (d) The Parties will each timely furnish all such necessary information, records, financial statements, studies and other information concerning each Party, respectively, as may be reasonably required in the preparation of the Filing Statement and other documents related thereto. (e) ▇▇▇▇▇▇▇, Alpha Lattice and their respective its legal counsel and auditors will be given a reasonable opportunity to review and comment on the Filing Statement and other documents related thereto before they become final, and the Filing Statement will be in form and content satisfactory to Crystal and AlphaLattice, acting reasonably. (f) Crystal Blackstone and Alpha its legal counsel will be given a reasonable opportunity to review and comment on the Filing Statement and other documents related thereto before they become final, and the Filing Statement will be in form and content satisfactory to Blackstone, acting reasonably. (g) Blackstone will file (or cause to be filed) with the TSX-V the Filing Statement and all other documentation required in connection with the Filing Statement by the TSX-V. Notwithstanding the foregoing, Crystal and Alpha Blackstone will not deliver and file the Filing Statement with the TSX-V in accordance with this Section 9.2 until Crystal and Alpha have Lattice has provided its written confirmation to Blackstone that the form of Filing Statement is acceptable to eachLattice, (acting reasonably. (g) The Parties will keep each other Party and their respective counsel fully apprised of all substantive written (including email) and oral communications and all meetings with the TSX-V in respect of the Filing Statement or the Transaction, and will not participate in such material communications or meetings without giving the other Party and their respective counsel the opportunity to participate therein). (h) The Parties will promptly notify each other if, at any time before the earlier of the Effective Time and the termination of this Agreement in accordance with its terms, it becomes aware that the Filing Statement contains an untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made, or that otherwise requires an amendment or supplement to the Filing Statement, and each Party will co-operate in the preparation of any amendment or supplement to the Filing Statement, as required or appropriate, and Crystal Blackstone will promptly file any amendment or supplement to the Filing Statement on SEDAR, (or if required) mail or otherwise disseminate any amendment or supplement to the Filing Statement to its shareholders.