Focalink Shareholder Approval. As promptly as practicable after the execution of this Agreement, Focalink shall submit this Agreement and the transactions contemplated hereby to its shareholders for approval and adoption as provided by California Law and its Articles of Incorporation and Bylaws. Focalink shall use reasonable efforts to solicit and obtain the written consent of the Focalink Shareholders to approve the Merger and this Agreement and to enable the Closing to occur as promptly as practicable. In connection with such shareholder approval as soon as practicable after the execution of this Agreement, Focalink shall prepare, with the cooperation of ClickOver, an Information Statement for purposes of soliciting such written consent of the Focalink Shareholders. The Information Statement shall also constitute a disclosure document for the offer and sale of the shares of ClickOver Capital Stock to be received by the holders of Focalink's Capital Stock in the Merger. Focalink shall use its best efforts, with the cooperation of ClickOver, to cause such Information Statement to be distributed to the Focalink Shareholders no later than November 26, 1997. Each of ClickOver and Focalink agrees to provide promptly to the other such information concerning its business and financial statements and affairs as, in the reasonable judgment of the providing party or its counsel, may be required or appropriate for inclusion in the Information Statement or in any amendments or supplements thereto, and to cause its counsel and auditors to cooperate with the other's counsel and auditors in the preparation of the Information Statement. Each of the parties hereto will promptly advise the other party in writing if at any time prior to the Effective Time either Focalink or ClickOver shall obtain knowledge of any facts that might make it necessary or appropriate to amend or supplement the Information Statement in order to make the statements contained therein not misleading or to comply with applicable law. The Information Statement shall contain the unanimous recommendation of the Board of Directors of Focalink that the Focalink Shareholders approve the Merger and this Agreement and the transactions contemplated hereby and the conclusion of the Board of Directors that the terms and conditions of the Merger are fair and reasonable to the Focalink Shareholders. Anything to the contrary contained herein notwithstanding, Focalink shall not include in the Information Statement any information with respect to...
