Common use of Launch Actions Clause in Contracts

Launch Actions. (a) As soon as practicable after the commencement of the Offer, Launch shall, in a manner that complies with Rule 14d-9 under the Exchange Act, file with the SEC a Tender Offer Solicitation/Recommendation Statement on Schedule 14D-9 (together with all amendments, supplements and exhibits thereto, the "Schedule 14D-9") which shall, subject to the provisions of Section 5.2(c), contain the recommendation referred to in clause (iii) of Section 3.18. Launch further agrees to take all steps necessary to cause the Schedule 14D-9 to be filed with the SEC and disseminated to holders of Shares, in each case as and to the extent required by applicable federal securities laws. Launch, on the one hand, and Yahoo! and Purchaser, on the other hand, agree to promptly correct any information provided by it for use in the Schedule 14D-9 if and to the extent that it shall have become false or misleading in any material respect or as otherwise required by law. Launch agrees to take all steps necessary to cause the Schedule 14D-9 as so corrected to be filed with the SEC and disseminated to holders of the Shares, in each case as and to the extent required by applicable federal securities laws. Yahoo!, Purchaser and their counsel shall be given the opportunity to review and comment upon the Schedule 14D-9 before it is filed with the SEC. In addition, Launch agrees to provide Yahoo!, Purchaser and their counsel in writing with any comments, whether written or oral, that Launch or its counsel may receive from time to time from the SEC or its staff with respect to the Schedule 14D-9 promptly after Launch's receipt of such comments, and any written or oral responses thereto.

Launch Actions. (a) As soon as practicable after the commencement of the Offer, Launch shall, in a manner that complies with Rule 14d-9 under the Exchange Act, file with the SEC a Tender Offer Solicitation/Recommendation Statement on Schedule 14D-9 (together with all amendments, supplements and exhibits thereto, the "Schedule SCHEDULE 14D-9") which shall, subject to the provisions of Section 5.2(c), contain the recommendation referred to in clause (iii) of Section 3.18. Launch further agrees to take all steps necessary to cause the Schedule 14D-9 to be filed with the SEC and disseminated to holders of Shares, in each case as and to the extent required by applicable federal securities laws. Launch, on the one hand, and Yahoo! and Purchaser, on the other hand, agree to promptly correct any information provided by it for use in the Schedule 14D-9 if and to the extent that it shall have become false or misleading in any material respect or as otherwise required by law. Launch agrees to take all steps necessary to cause the Schedule 14D-9 as so corrected to be filed with the SEC and disseminated to holders of the Shares, in each case as and to the extent required by applicable federal securities laws. Yahoo!, Purchaser and their counsel shall be given the opportunity to review and comment upon the Schedule 14D-9 before it is filed with the SEC. In addition, Launch agrees to provide Yahoo!, Purchaser and their counsel in writing with any comments, whether written or oral, that Launch or its counsel may receive from time to time from the SEC or its staff with respect to the Schedule 14D-9 promptly after Launch's receipt of such comments, and any written or oral responses thereto.