Common use of Scheme Document Clause in Contracts

Scheme Document. 4.1 Where the Acquisition is being implemented by way of Scheme, ▇▇▇▇▇▇ agrees: 4.1.1 promptly to provide TClarke and its legal advisers, as the case may be, with all such information about itself, its directors, and the Wider Bidder Group (and, to the extent required by the Panel, any other person connected with Bidder) as may reasonably be requested or which is required by TClarke (having regard to the Code and other Law) for inclusion in the Scheme Document (including any information required under the Code or other Law and including regarding the intentions of Bidder); 4.1.2 promptly to provide TClarke and its legal advisers, as the case may be, with all such other assistance and access as may reasonably be requested or required in connection with the preparation of the Scheme Document and any supplement or other document required under the Code or by other Law to be published in connection with the Scheme, including access to, and ensuring the provision of reasonable assistance by, ▇▇▇▇▇▇'s relevant professional advisers; and 4.1.3 to procure that the relevant persons accept responsibility, in the terms required by the Code, for all the information (including any expressions of opinion) in relation to such person in the Scheme Document and any other document required under the Code or by other Law to be published in connection with the Scheme relating to information in the Scheme Document for which an offeror is required to accept responsibility under applicable law or the Code. 4.2 ▇▇▇▇▇▇ agrees to notify TClarke as soon as reasonably practicable after ▇▇▇▇▇▇ becomes aware that any information provided by it for use in the Scheme Document or any other document to be prepared in connection with the Acquisition has become false or misleading.

Scheme Document. 4.1 Where If the Acquisition Transaction is being implemented by way means of a Scheme, ▇▇▇▇▇▇ agreesagrees to: 4.1.1 promptly (A) as soon as reasonably practicable, provide to provide TClarke and Target (and/or its legal advisers, as the case may be, with advisors) all such information about itself, its directors, and the Wider Bidder Group any other person acting in concert with it (and, to the extent including any information required by the PanelCode or the Panel or under other applicable Law, any other person connected with including in relation to the intentions of Bidder) as may be reasonably be requested or and which is reasonably required by TClarke (Target and/or its legal advisers having regard to the Code and or under other Law) applicable Law for the purpose of inclusion in the Scheme Document (including any information required under the Code or other Law and including regarding the intentions of Bidder)Document; 4.1.2 promptly (B) without prejudice to provide TClarke and its legal advisersClause 4.1(A), as the case may besoon as reasonably practicable, with provide all such other assistance and access as may be reasonably be requested or required in connection with for the preparation of the Scheme Document and or any supplement or other document required under by the Code or by any other applicable Law to be published in connection with the Scheme, including access to, and ensuring the provision of procuring that reasonable assistance is provided by, ▇▇▇▇▇▇'s relevant its professional advisers; and 4.1.3 to (C) in the case of Bidder, procure that the relevant persons its directors (and any other Responsible Persons) accept responsibility, in the terms required by the Code, for all of the information (including any expressions of opinion) in relation to such person in the Scheme Document and any other document required under by the Code or by any other applicable Law to be published in connection with the Scheme relating to: (i) themselves (and their close relatives, related trusts and companies and other persons connected with them), the Wider Bidder Group and persons acting in concert with it; (ii) ▇▇▇▇▇▇’s financing arrangements in connection with the Transaction; (iii) information on ▇▇▇▇▇▇’s intentions and future plans for the Target Group and its management and employees; (iv) any statements of opinion, belief, intent or expectation of Bidder or the Bidder Directors in relation to the Transaction or the Target Group following completion of the Transaction; and (v) any other information in the Scheme Document for which an offeror is a bidder and/or its directors are required to accept responsibility under applicable law or the Code. 4.2 ▇▇▇▇▇▇ agrees to notify TClarke as soon as reasonably practicable after ▇▇▇▇▇▇ becomes aware that any information provided by it for use in the Scheme Document or any other document to be prepared in connection with the Acquisition has become false or misleading.