Integration Matters. 10.1 As soon as reasonably practicable following the date of this agreement, Vantiv agrees that it will invite Worldpay to establish a joint integration team to plan for the post-closing integration of the two businesses, provided that, in the event that any competitively sensitive information is to be disclosed, the disclosing party shall disclose the relevant information pursuant to appropriate “clean team” arrangements as may be agreed between the parties.
Integration Matters. Without the prior written consent of Parent (which consent shall not be unreasonably withheld or delayed), no JLW Party shall (i) amend the Integration Plan or any Integration Agreement, (ii) extend the time for the performance of any of the obligations thereunder, (iii) waive any inaccuracies in the representations and warranties contained in any Integration Document, (iv) waive compliance with any of the agreements or conditions contained therein, or (v) enter into any agreement, arrangement or understanding other than as set forth in the Integration Plan or Integration Agreements in respect of the transactions contemplated thereby; provided, however, that the foregoing shall not prohibit the Sellers' Representatives from waiving any condition contained in any Integration Agreement that the Sellers' Representatives could waive pursuant to Article VII or IX hereof.
Integration Matters. 39 Section 3.28
Integration Matters. Servicesoft and Broadbase will cooperate in good faith to identify and, to the extent practicable, to resolve matters regarding the orderly integration of their respective operations.
Integration Matters. From the date hereof until the Effective Date or the earlier termination of this Agreement (the “Expiration Time”), the Company and its Subsidiaries shall cooperate with the Acquiror and its officers, directors, principals, employees, advisors, auditors, agents, bankers and other representatives (collectively, “Representatives”) with respect to post-Closing integration matters to the extent allowed under applicable Laws and to the extent reasonably requested by the Acquiror; provided, however, the Company and its Subsidiaries shall not be required to share Competitively Sensitive Information with anyone other than the Acquiror’s outside antitrust counsel.
Integration Matters. 52 Section 5.7 Nine-Month Financial Statements . . . . 52
Integration Matters. 50 8.7 Stock Options and Warrants; Purchase Plan; Rights Plan........... 51 8.8 Expenses......................................................... 52 8.9
Integration Matters. The Company and IDT will work cooperate in good faith to identify and, to the extent practicable, resolve matters regarding the orderly integration of their respective operations, including matters relating to acceptable positions with IDT for key management personnel of the Company, and the retention of other Company employees who will remain after the Merger. The Company and IDT will work together to facilitate the development of a plan for the transition to common network and back office systems, to the extent consistent with antitrust laws.
Integration Matters. Target and Acquirer will cooperate in good ------------------- faith to identify and, to the extent practicable, to resolve matters regarding the orderly integration of their respective operations, including matters relating to acceptable positions with Acquirer for Key Employees and the retention of other Target employees who will remain after the Merger.
Integration Matters. Except as set forth in Section 3.27 of the Company Disclosure Schedule, the Integration, as it relates to the Shareholders, the Related JLW Owners, the Sellers, the Companies and the Company Subsidiaries, will be completed in compliance in all material respects with all applicable Laws and will not result in any material Liability to any of the Companies, the Company Subsidiaries, Parent or Parent's Affiliates. The copies of the Integration Agreements and the Ancillary Documents (as defined in the Integration Plan) heretofore delivered to and approved by Parent by or on behalf of the Shareholders' Representatives are complete and correct copies thereof.
