Other Required Filings. If either the Company or Parent determines that it is required to file any document other than the Proxy Statement/Prospectus and S-4, as applicable, with the SEC in connection with the Merger pursuant to applicable Law (such document, as amended or supplemented, an “Other Required Filing” and together with the Proxy Statement and the S-4, the “Requisite Filings”), then the Company (with the assistance and cooperation of Parent as reasonably requested by the Company) or Parent (with the assistance and cooperation of the Company as reasonably requested by Parent), as applicable, shall promptly prepare and file such Other Required Filing with the SEC. Each of Parent and the Company shall use its respective reasonable best efforts to cause the Requisite Filings to comply as to form in all material respects with the applicable requirements of the Exchange Act and the rules of the SEC and NYSE. Neither Party may file any Requisite Filing (or any amendment or supplement to such Requisite Filing) with the SEC without providing the other Party and its counsel, to the extent practicable, a reasonable opportunity to review and comment thereon and such Party shall consider in good faith any such comments as reasonably proposed; provided, that the foregoing shall not apply to any filings with the SEC by the Company with respect to an Acquisition Proposal, a Superior Proposal or a Company Board Recommendation Change or any matters relating thereto.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Enova International, Inc.), Agreement and Plan of Merger (Enova International, Inc.), Agreement and Plan of Merger (On Deck Capital, Inc.)
