Common use of The Offer Documents Clause in Contracts

The Offer Documents. (a) Each of Patriot, Cal Jockey and BMOC shall cooperate and promptly prepare the Issuer Tender Offer Statement on Schedule 13E-4 (together with any amendments or supplements thereto, the "Schedule 13E-4") with respect to the -------------- Offer, which shall contain an offer to purchase and a related letter of transmittal and summary advertisement (such Schedule 13E-4 and the documents included therein pursuant to which the Offer will be made, together with any supplements or amendments thereto, the "Offer Documents"). Each of Cal Jockey --------------- and BMOC shall cause the Offer Documents (which shall have been approved by Patriot) to be filed with the Securities and Exchange Commission (the "SEC") as --- promptly as practicable following the effectiveness of the Form S-4. The respective parties will cause the Offer Documents to comply as to form in all material respects with the applicable provisions of the Securities Act of 1933, as amended (the "Securities Act"), the Exchange Act and the rules and -------------- regulations thereunder. Each of Patriot, Cal Jockey and BMOC shall furnish all information about itself and its business and operations and all necessary financial information to the other parties as the other parties may reasonably request in connection with the preparation of the Offer Documents. Each of Patriot, Cal Jockey and BMOC agrees that the information provided by it for inclusion in the Offer Documents, and each amendment or supplement thereto, will not include an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each of Patriot, Cal Jockey and BMOC agrees promptly to correct any information provided by it for use in the Offer Documents if and to the extent that such information shall have become false or misleading in any material respect, and each of Cal Jockey and BMOC further agrees to take all steps necessary to amend or supplement the Offer Documents and to cause the Offer Documents as so amended or supplemented to be filed with the SEC and to be disseminated to their stockholders, in each case as and to the extent required by applicable federal securities laws. Each of Cal Jockey and BMOC will advise and deliver copies (if any) to Patriot, promptly after it receives notice thereof, of any request by the SEC for amendment of the Offer Documents or comments thereon and responses thereto or requests by the SEC for additional information.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Patriot American Hospitality Inc)

The Offer Documents. (a) Each of Patriot, Cal Jockey and BMOC shall cooperate and promptly prepare the Issuer Tender Offer Statement on Schedule 13E-4 (together with any amendments or supplements thereto, the "Schedule 13E-4") with respect to the -------------- Offer, which shall contain an offer to purchase and a related letter of transmittal and summary advertisement (such Schedule 13E-4 and the documents included therein pursuant to which the Offer will be made, together with any supplements or amendments thereto, the "Offer Documents"). Each of Cal Jockey --------------- and BMOC shall cause the Offer Documents (which shall have been approved by Patriot) to be filed with the Securities and Exchange Commission (the "SEC") as --- promptly as practicable following the effectiveness of the Form S-4. The respective parties will cause the Offer Documents to comply as to form in all material respects with the applicable provisions of the Securities Act of 1933, as amended (the "Securities Act"), the Exchange Act and the rules and -------------- regulations thereunder. Each of Patriot, Cal Jockey and BMOC shall furnish all information about itself and its business and operations and all necessary financial information to the other parties as the other parties may reasonably request in connection with the preparation of the Offer Documents. Each of Patriot, Cal Jockey and BMOC agrees that the information provided by it for inclusion in the Offer Documents, and each amendment or supplement thereto, will not include an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each of Patriot, Cal Jockey and BMOC agrees promptly to correct any information provided by it for use in the Offer Documents if and to the extent that such information shall have become false or misleading in any material respect, and each of Cal Jockey and BMOC further agrees to take all steps necessary to amend or supplement the Offer Documents and to cause the Offer Documents as so amended or supplemented to be filed with the SEC and to be disseminated to their stockholders, in each case as and to the extent required by applicable federal securities laws. Each of Cal Jockey and BMOC will advise and deliver copies (if any) to Patriot, promptly after it receives notice thereof, of any request by the SEC for amendment of the Offer Documents or comments thereon and responses thereto or requests by the SEC for additional information.the

Appears in 1 contract

Sources: Agreement and Plan of Merger (Bay Meadows Operating Co)