Common use of Filings; Other Actions; Notification Clause in Contracts

Filings; Other Actions; Notification. (a) CPI, the Company and Parent shall cooperate with each other and shall use their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Mergers and the Assets Purchase as promptly as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Mergers. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers and the Assets Purchase. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, the The Company and Parent shall cooperate with each other and shall use their respective all reasonable best efforts to to, take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its their part under this Agreement and applicable Applicable Laws to consummate and make effective the Mergers Merger and the Assets Purchase other transactions contemplated by this Agreement as promptly soon as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary notices, reports reports, applications and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersMerger or any of the other transactions contemplated by this Agreement, including (i) contesting any legal proceeding challenging the Merger; and (ii) the execution of any additional instruments necessary to consummate the transactions contemplated hereby. Subject to applicable Applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, with respect to all the information relating to Parent, CPI Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers Merger and the Assets Purchaseother transactions contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, the The Company and Parent Buyer shall cooperate with each other and shall use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to as promptly as practicable consummate and make effective the Mergers and the Assets Purchase as promptly as practicableTransactions, including preparing and filing as promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations Permits necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersTransactions. Whenever this Agreement requires the Company to take any action, such requirement shall be deemed to include an undertaking on the part of the Company to cause each of its relevant Subsidiaries to take such action and a guarantee of the performance thereof. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent Buyer and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Buyer or the Company, as the case may be, and any of their respective Subsidiaries, that appear appears in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with obtaining the Mergers Permits required to consummate the Transactions and the Assets PurchaseMergers. In exercising the foregoing right, each of CPI, the Company and Parent Buyer shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, the The Company and Parent shall cooperate with each other and use (and shall use cause their respective reasonable Subsidiaries to use) their respective best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate the Offer and make effective the Mergers Merger and the Assets Purchase other transactions contemplated by this Agreement as promptly soon as practicable, including preparing and filing as promptly soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly soon as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersOffer, the Merger or any of the other transactions contemplated by this Agreement. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers Merger and the Assets Purchaseother transactions contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, Each of the Company Sellers and Parent Buyer shall cooperate with each other and shall cause their respective Subsidiaries to use their respective reasonable best efforts to, and propose to the Sponsored Investment Companies that they take or cause to be taken all appropriate actions, and do or cause to be done all things, things necessary, proper or advisable on its part under this Agreement the Transaction Documents and applicable Laws Applicable Law to consummate and make effective the Mergers and the Assets Purchase Transactions as promptly soon as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or and any Governmental Entity Authority in order to consummate the MergersTransactions. Subject to applicable Applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent Buyer Parent, Buyer, Private Partnership, Public Partnership and the Company shall have the right to review in advanceGeneral Partner shall, and to the extent practicable each will practicable, consult the other on, on and obtain consent with respect to all the information relating to Buyer Parent, CPI Buyer or the CompanySellers, as the case may be, and any of their respective Subsidiaries, Subsidiaries that appear in any filing made with, or written materials submitted to, any Authority or third party and/or any Governmental Entity in connection with the Mergers Transactions and the Assets Purchaseparties hereto shall cooperate in such efforts. In exercising the foregoing right, each of CPIBuyer Parent, Buyer and the Company and Parent Sellers shall act reasonably and as promptly as reasonably practicable.

Filings; Other Actions; Notification. (a) CPI, the The Company and Parent shall cooperate with each other and use (and shall use cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Mergers Merger and the Assets Purchase other transactions contemplated by this Agreement as promptly soon as practicable, including preparing and filing as promptly soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly soon as practicable all consentsconsents (including, but not limited to, the parties cooperating and using their reasonable best efforts to obtain the consents listed in Section 5.1(d) of the Company Disclosure Letter), registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersMerger or any of the other transactions contemplated by this Agreement. Subject to applicable appli- cable Laws and the terms of any relevant agreements with third parties relating to the exchange of informationinformation and the preservation of any applicable attorney-client privilege, work-product doctrine, self-audit privilege or other similar privilege, Parent and the Company shall have the right to review and comment on in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers Merger and the Assets Purchaseother transactions contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, the The Company and Parent Buyer shall cooperate with each other and use (and shall use cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Mergers and the Assets Purchase transactions contemplated by this Agreement as promptly soon as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary applications, notices, reports petitions, filings and other filings documents, and to obtain obtaining as promptly as practicable all permits, consents, registrationsapprovals and authorizations, approvals, permits and authorizations necessary or advisable to be made to or with or obtained from any third party and/or any Governmental Entity in order to consummate the Mergerstransactions contemplated by this Agreement. Subject to applicable Laws and the terms of any relevant agreements with third parties laws relating to the exchange of information, Parent Buyer and the Company shall have the right to review in advanceadvance (or promptly in the case of filings or submissions made prior to the date hereof), and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Buyer or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers and the Assets Purchasetransactions contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company and Parent Buyer shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, the Company Sellers and Parent Purchaser shall cooperate with each other and shall use (and cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all appropriate actions, prepare and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Mergers and the Assets Purchase as promptly as practicable, including preparing and filing file as promptly as practicable all documentation to effect all necessary applications, notices, reports petitions, filings and other filings documents, including notification and report under the HSR Act, the Exon-Xxxxxx provisions of the United States Defense Production Act and the Competition Act (Canada) and to obtain as promptly as practicable all permits, consents, registrations, approvals, permits approvals and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order connection with the transactions contemplated by this Agreement; provided that Sellers shall not be required to consummate prepare and file any such documentation or to obtain any such permits, consents, approvals and authorizations in connection with the MergersPurchaser's financing of its purchase of Stock under this Agreement, all of which shall be the sole responsibility of Purchaser. Subject to applicable Laws and the terms of any relevant agreements with third parties laws relating to the exchange of information, Parent Hercules and the Company Purchaser shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI or the Company, Sellers or Purchaser, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers and the Assets Purchasetransactions (including Purchaser's financing of its purchase of Stock hereunder) contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company Hercules and Parent Purchaser shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, the The Company and Parent shall cooperate with each other and use (and shall use cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Mergers and the Assets Purchase other transactions contemplated by this Agreement as promptly soon as practicable, including preparing and filing as promptly soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly soon as practicable all consentsconsents (including, but not limited to, the parties cooperating and using their reasonable best efforts to obtain the consents listed in Section 5.1(d) of the Company Disclosure Letter), registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersMergers or any of the other transactions contemplated by this Agreement. Subject to applicable appli- cable Laws and the terms of any relevant agreements with third parties relating to the exchange of informationinformation and the preservation of any applicable attorney-client privilege, work-product doctrine, self-audit privilege or other similar privilege, Parent and the Company shall have the right to review and comment on in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers and the Assets Purchaseother transactions contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.. 42

Filings; Other Actions; Notification. (a) CPI, the The Company and Parent shall cooperate with each other and shall use (and shall cause their respective reasonable Subsidiaries to use) their respective best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Mergers and the Assets Purchase Merger as promptly as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersMerger. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers and the Assets PurchaseMerger. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, Each of Buyer and the Company and Parent Seller shall cooperate with each other and shall use their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws Law, to consummate and make effective the Mergers and the Assets Purchase transactions contemplated by this Agreement as promptly soon as practicable, including SC1:4515121.14 preparing and filing submitting as promptly as practicable all documentation to effect all necessary notices, reports reports, submissions and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits the Company Approval and authorizations any Permits necessary or advisable to be obtained from any third party and/or or any Governmental Entity in order to consummate the Mergerstransactions contemplated by this Agreement. Subject to (i) applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent information and the direction of any Governmental Entity and (ii) matters not related to the business of the Company that the Seller or Buyer reasonably determines should not be disclosed to the other due to confidentiality concerns, Buyer, on the one hand, and the Seller, on the other hand, shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Buyer or the Seller and the Company, as the case may be, and any of their respective SubsidiariesSubsidiaries or Affiliates, as applicable, that appear appears in any filing made with, or written materials submitted to, any third party and/or or any Governmental Entity in connection with the Mergers and the Assets Purchasetransactions contemplated by this Agreement. In exercising the foregoing right, each of CPIthe Seller, the Company and Parent Buyer shall act reasonably and as promptly as practicable. Each of Buyer, the Seller and the Company will respond promptly under the circumstances to any requests for additional information by any Governmental Entity in connection with the transactions contemplated by this Agreement.

Filings; Other Actions; Notification. (a) CPISubject to the terms and conditions set forth in this Agreement, each of the Company Company, Parent and Parent Merger Sub shall cooperate with each other (and shall cause its respective Subsidiaries to) cooperate and use their its respective reasonable best efforts to (i) promptly make any required submissions and filings under applicable Law or to Governmental Entities with respect to the Merger and the other transactions contemplated by this Agreement, (ii) promptly furnish information requested in connection with such submissions and filings to such Governmental Entities or under such applicable Law, (iii) keep the other parties reasonably informed with respect to the status of any such submissions and filings to such Governmental Entities or under such applicable Law, including with respect to: (A) the occurrence or receipt of any Consent under such applicable Law, (B) the expiration or termination of any waiting period, (C) the commencement or proposed or threatened commencement of any investigation, litigation or administrative or judicial action or proceeding under such applicable Law, and (D) the nature and status of any objections raised or proposed or threatened to be raised under such applicable Law with respect to the Merger or the other transactions contemplated by this Agreement, (iv) obtain all Consents and Permits from any Governmental Entity (including the Regulatory Clearances) or any other Person necessary to consummate the transactions contemplated by this Agreement as soon as practicable, and (v) take or cause to be taken all appropriate other actions, and do or cause to be done all other things, necessary, proper or advisable on its part under this Agreement and applicable Laws reasonably necessary to consummate and make effective the Mergers Merger and the Assets Purchase other transactions contemplated by this Agreement as promptly as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Mergers. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers and the Assets Purchase. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly soon as practicable.

Filings; Other Actions; Notification. (a) CPI, the a The Company and Parent Buyer shall cooperate with each other and shall use (and shall cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to as promptly as practicable consummate and make effective the Mergers and the Assets Purchase as promptly as practicableTransactions, including preparing and filing as promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations Permits necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersTransactions. Whenever this Agreement requires the Company to take any action, such requirement shall be deemed to include an undertaking on the part of the Company to cause each of its relevant Subsidiaries to take such action and a guarantee of the performance thereof. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent Buyer and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Buyer or the Company, as the case may be, and any of their respective Subsidiaries, that appear appears in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with obtaining the Mergers Permits required to consummate the Transactions and the Assets PurchaseMergers. In exercising the foregoing right, each of CPI, the Company and Parent Buyer shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, the Company The Shareholders and Parent AQUM shall cooperate with each other and shall use their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws laws to consummate and make effective the Mergers and the Assets Purchase transactions contemplated by this Agreement as promptly soon as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the Mergerstransactions contemplated by this Agreement. Subject to applicable Laws and the terms of any relevant agreements with third parties laws relating to the exchange of information, Parent AQUM and the Company Shareholders shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI AQUM or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers and the Assets Purchasetransactions contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company Shareholders and Parent AQUM shall act reasonably and as promptly as practicable.. (b) The Shareholders and AQUM each shall keep the other apprised of the status of matters relating to completion of the transactions contemplated hereby for the Second Closing, including promptly furnishing the other with copies of notice or other communications received by AQUM, the Company or the Shareholders, as the case may be, from any third party and/or any Governmental Entity with respect to the transactions contemplated by this Agreement. AQUM shall give prompt notice to the other of any change that is reasonably likely to result in a AQUM Material Adverse Effect. 6.09

Filings; Other Actions; Notification. (a) CPI, Each of the Company and Parent shall cooperate with each the other and use (and shall use cause their respective Subsidiaries to use) all commercially reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Mergers Merger and the Assets Purchase other transactions contemplated by this Agreement as promptly soon as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary applications, notices, reports petitions, filings and other filings documents and to obtain as promptly as practicable all permits, consents, registrations, approvals, permits approvals and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersMerger or any of the other transactions contemplated by this Agreement; provided, however, that neither the foregoing nor anything else in this Agreement shall require Parent to take or to permit the Company to take any action or agree to take any action that would involve the disposition of any assets that are material to Parent and its Subsidiaries, taken as a whole. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of information, Parent and the Company shall have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers Merger and the Assets Purchaseother transactions contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPI, the The Company and Parent shall cooperate with each other and use (and shall use cause their respective Subsidiaries to use) their respective reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Mergers Merger and the Assets Purchase other transactions contemplated by this Agreement as promptly soon as practicable, including preparing and filing as promptly soon as practicable all documentation to effect all necessary notices, reports and other filings and to obtain as promptly soon as practicable all consentsconsents (including, but not limited to, the parties cooperating and using their reasonable best efforts to obtain the consents listed in Section 5.1(d) of the Company Disclosure Letter), registrations, approvals, permits and authorizations necessary or advisable to be obtained from any third party and/or any Governmental Entity in order to consummate the MergersMerger or any of the other trans actions contemplated by this Agreement. Subject to applicable Laws and the terms of any relevant agreements with third parties relating to the exchange of informationinformation and the preservation of any applicable attorney-client privilege, work-product doctrine, self-audit privilege or other similar privilege, Parent and the Company shall have the right to review and comment on in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI Parent or the Company, as the case may be, and any of their respective Subsidiaries, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity in connection with the Mergers Merger and the Assets Purchaseother transactions contemplated by this Agreement. In exercising the foregoing right, each of CPI, the Company and Parent shall act reasonably and as promptly as practicable.

Filings; Other Actions; Notification. (a) CPIEach of AQU, KBS and the Company and Parent shall will cooperate with each other the others and shall use their respective all commercially reasonable best efforts to take or cause to be taken all appropriate actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws Legal Requirements to consummate and make effective the Mergers and the Assets Purchase Transactions as promptly soon as practicable, including preparing and filing as promptly as practicable all documentation to effect all necessary applications, notices, reports petitions, filings and other filings documents and to obtain as promptly as practicable all consents, registrations, approvals, permits and authorizations Permits necessary or advisable to be obtained from any third party and/or any Governmental Entity Authority in order to consummate the MergersTransactions (it being understood that the failure to obtain any such Permits will not, by itself, cause the conditions set forth in Article VIII to be deemed not to be satisfied, and it being further understood that neither the Company nor its Affiliates will be required to expend any money with respect thereto). Subject to applicable Laws and the terms of any relevant agreements with third parties Legal Requirements relating to the exchange of information, Parent and the Company shall parties hereto will have the right to review in advance, and to the extent practicable each will consult the other on, all the information relating to Parent, CPI AQU or the Company, as the case may be, and any of their respective SubsidiariesAffiliates, that appear in any filing made with, or written materials submitted to, any third party and/or any Governmental Entity Authority in connection with the Mergers and the Assets Purchasetransactions contemplated hereby. In exercising the foregoing right, each of CPI, the Company and Parent shall party will act reasonably and as promptly as practicable.