Common use of Permit Application Clause in Contracts

Permit Application. As soon as reasonably practicable after the execution of this Agreement, (i) Parent shall prepare, with the cooperation of the Company, the application for permit (the "Permit Application") in connection with the Hearing (as hereinafter defined) and the notice sent to all holders of Company Shares, Company Options and/or Company Warrants pursuant to, and meeting the requirements of Article 2 of Subchapter 1 of the California Administrative Code, Title 10, Chapter 3, Subchapter 2, as amended (the "Hearing Notice"), requesting a hearing (the "Hearing") to be held by the California Commissioner of Corporations (the "California Commissioner") to consider the terms and conditions of this Agreement and the Merger and the fairness of such terms and conditions pursuant to Section 25142 of the California Corporate Securities Law of 1968, as amended, and the rules promulgated thereunder ("California Securities Law"). Each of the Company and Parent shall use its diligent efforts to cause the Permit Application and the Hearing Notice to comply with all requirements of applicable Law (including federal and state securities Laws and the Code and regulations promulgated thereunder). Each of the Company and Parent shall provide promptly to the other such information concerning its business and financial statements and affairs as, in the reasonable judgment of the providing party or its counsel, may be required or appropriate for inclusion in the Permit Application or the Hearing Notice, or in any amendments or supplements thereto, and to cause its counsel and accountants to cooperate with the other's counsel and accountants in the preparation of the Permit Application and the Hearing Notice. Whenever any event occurs that is required to be set forth in an amendment or supplement to the Hearing Notice or the Informational Documents, the Company and Parent shall cooperate in delivering any such amendment or supplement to all the holders of the Company Shares, Company Options and/or Company Warrants and/or in filing any such amendment or supplement with the 58. California Commissioner or its staff and/or any other Government officials to the extent required by applicable Law. Anything to the contrary contained herein notwithstanding, the Company shall not include in any additional informational disclosures and documentation ("Informational Documents") provided to its stockholders any information with respect to Parent or its affiliates or associates unless the form and content of such information has been approved by Parent prior to such inclusion; provided, however, that Parent shall not delay, condition or withhold approval of any information required to be included by federal or state Law or the California Commissioner.

Permit Application. As soon as reasonably practicable after the execution of this AgreementAgreement Date, (i) Parent Acquiror shall prepare, with the cooperation of the CompanyTarget, the application for permit (the "“Permit Application"”) in connection with the Hearing (as hereinafter defineddefined below) and the notice sent to all the holders of Company Shares, Company Options and/or Company Warrants Target Capital Stock pursuant to, and meeting the requirements of Article 2 of Subchapter 1 of the California Administrative Code, Title 10, Chapter 3, Subchapter 2, as amended (the "“Hearing Notice"”), requesting a Table of Contents concerning the hearing (the "“Hearing"”) to be held by the California Commissioner of Corporations (the "California Commissioner") to consider the terms and conditions of this Agreement and the Merger and the fairness of such terms and conditions pursuant to Section 25142 of the California Corporate Securities Law of 1968, as amended, and the rules promulgated thereunder ("“California Securities Law"”), and (ii) Target shall prepare, with the cooperation of Acquiror and based upon a form prepared by Acquiror, an information statement relating to this Agreement and the transactions contemplated hereby (the “Information Statement”). Each of the Company Target and Parent Acquiror shall use its diligent commercially reasonable efforts to cause the Permit Application and Application, the Hearing Notice and the Information Statement to comply with all requirements of applicable Law (including federal and state securities Laws and the Code and regulations promulgated thereunder)laws. Each of the Company Target and Parent Acquiror shall provide promptly to the other such information concerning its business and financial statements and affairs as, in the reasonable judgment of the providing party or its counsel, may be required or appropriate for inclusion in the Permit Application Application, the Hearing Notice or the Hearing NoticeInformation Statement, or in any amendments or supplements thereto, and to cause its counsel and accountants auditors to cooperate with the other's ’s counsel and accountants auditors in the preparation of the Permit Application Application, the Hearing Notice and the Hearing NoticeInformation Statement. The Information Statement shall constitute a disclosure document for the offer and issuance of the shares of Acquiror Preferred Stock and Acquiror Common Stock to be received by the holders of Target Capital Stock in the Merger and a proxy statement for solicitation of stockholder approval of the Merger. Whenever any event occurs that is required to be set forth in an amendment or supplement to the Hearing Notice or the Informational DocumentsInformation Statement, the Company Target and Parent Acquiror shall cooperate in delivering any such amendment or supplement to all the holders of the Company Shares, Company Options Target Capital Stock and/or Company Warrants and/or in filing any such amendment or supplement with the 58. California Commissioner of Corporations (the “California Commissioner”) or its staff and/or any other Government officials to government officials. The Information Statement shall include the extent required by applicable Lawunanimous recommendation of Target’s Board in favor of approval of the Merger and adoption of this Agreement and the conclusion of Target’s Board that the terms and conditions of the Merger and this Agreement are fair, reasonable, advisable and in the best interests of Target and its stockholders. Anything to the contrary contained herein notwithstanding, the Company Target shall not include in any additional informational disclosures and documentation ("Informational Documents") provided to its stockholders the Information Statement any information with respect to Parent Acquiror or its affiliates or associates unless associates, the form and content of such which information has shall not have been approved by Parent Acquiror prior to such inclusion; provided, however, that Parent shall not delay, condition or withhold approval of any information required to be included by federal or state Law or the California Commissioner.

Permit Application. As soon as reasonably practicable after the execution of this Agreement, (i) Parent Legacy shall prepare, with the cooperation of the Company▇▇▇▇▇, the application for permit (the "“Permit Application"”) in connection with the Hearing (as hereinafter defineddefined below) and the notice sent to all the holders of Company Shares, Company Options and/or Company Warrants ▇▇▇▇▇ Common Stock pursuant to, and meeting the requirements of of, Article 2 of Subchapter 1 of the California Administrative Code, Title 10, Chapter 3, Subchapter 2, as amended (the "“Hearing Notice"”), requesting a concerning the hearing (the "“Hearing"”) to be held by the California Commissioner of Corporations (the "California Commissioner"as defined below) to consider the terms and conditions of this Agreement and the Merger and the fairness of such terms and conditions pursuant to Section 25142 of the California Corporate Securities Law of 1968, as amended, and the rules promulgated thereunder ("the “California Securities Law"”), and (ii) ▇▇▇▇▇ shall prepare, with the cooperation of Legacy, a proxy statement relating to this Agreement and the transactions contemplated hereby, including any amendment or supplement thereto (the “Proxy Statement”). Each of the Company ▇▇▇▇▇ and Parent Legacy shall use its diligent commercially reasonable efforts to cause the Permit Application and Application, the Hearing Notice and the Proxy Statement to comply with all requirements of applicable Law (including federal and state securities Laws and the Code and regulations promulgated thereunder)laws. Each of the Company ▇▇▇▇▇ and Parent Legacy shall provide promptly to the other such information concerning its business and financial statements and affairs as, in the reasonable judgment of the providing party or its counsel, may be required or appropriate for inclusion in the Permit Application Application, the Hearing Notice or the Hearing NoticeProxy Statement, or in any amendments or supplements thereto, and to cause its counsel and accountants auditors to cooperate with the other's ’s counsel and accountants auditors in the preparation of the Permit Application Application, the Hearing Notice and the Hearing NoticeProxy Statement. The Proxy Statement shall constitute both a disclosure document for the offer and issuance of the shares of Legacy Common Stock to be received by the holders of ▇▇▇▇▇ Common Stock in the Merger and a proxy statement for solicitation of shareholder approval of the Merger. Whenever any event occurs that is required to be set forth in an amendment or supplement to the Hearing Notice or the Informational DocumentsProxy Statement, the Company ▇▇▇▇▇ and Parent Legacy shall cooperate in delivering any such amendment or supplement to all the holders of the Company Shares, Company Options and/or Company Warrants and/or in ▇▇▇▇▇ Common Stock and filing any such amendment or supplement with the 58. California Commissioner of Corporations (the “California Commissioner”) or its staff staff, the SEC and/or any other Government officials to the extent required by applicable Law. Anything to the contrary contained herein notwithstanding, the Company shall not include in any additional informational disclosures and documentation ("Informational Documents") provided to its stockholders any information with respect to Parent or its affiliates or associates unless the form and content of such information has been approved by Parent prior to such inclusion; provided, however, that Parent shall not delay, condition or withhold approval of any information required to be included by federal or state Law or the California Commissionerappropriate government officials.

Permit Application. As soon as reasonably practicable after the execution of this AgreementAmendment Date, (i) Parent shall prepare, with the cooperation of the Company, and file the application for permit (the "“Permit Application"”) in connection with the Hearing (as hereinafter defineddefined below) and the notice to be sent to all the holders of the capital stock of the Company Shares, Company Options and/or Company Warrants pursuant to, and meeting the requirements of Article 2 of Subchapter 1 of the California Administrative Code, Title 10, Chapter 3, Subchapter 21, as amended (the "“Hearing Notice"”), requesting a concerning the hearing (the "“Hearing"”) to be held by the California Commissioner of Corporations (the "California Commissioner") to consider the terms and conditions of this the issuance of Parent Common Stock pursuant to the Agreement and the Merger and the fairness of such terms and conditions pursuant to Section 25142 of the California Corporate Securities Law of 1968, as amended, and the rules promulgated thereunder ("“California Securities Law"”), and (ii) the Company shall prepare, with the cooperation of Parent, an information statement relating to this Agreement and the transactions contemplated hereby (the “Information Statement”). Each of the Company and Parent shall use its diligent commercially reasonable efforts to cause the Permit Application and the Hearing Notice to comply in all material respects with all requirements of applicable Law (including federal and state securities Laws laws. The Company shall use its commercially reasonable efforts to cause the Information Statement to comply in all material respects with applicable federal securities laws and the Code state corporate and regulations promulgated thereunder)securities laws. Each of the Company and Parent shall provide promptly to the other party such information concerning its respective business and financial statements and affairs as, in the reasonable judgment of the providing requesting party or its counsel, may be required or appropriate for inclusion in the Permit Application (including, without limitation, the Information Statement to be provided by the Company), the Hearing Notice or the Hearing NoticeInformation Statement, or in any amendments or supplements thereto, and to cause its counsel and accountants auditors to cooperate with the other's ’s counsel and accountants auditors in the preparation of the Permit Application and the Hearing Notice. Whenever any event occurs that is required to be set forth in an amendment or supplement to Application, the Hearing Notice or and the Informational Documents, the Company and Parent shall cooperate in delivering any such amendment or supplement to all the holders of the Company Shares, Company Options and/or Company Warrants and/or in filing any such amendment or supplement with the 58. California Commissioner or its staff and/or any other Government officials to the extent required by applicable Law. Anything to the contrary contained herein notwithstanding, the Company shall not include in any additional informational disclosures and documentation ("Informational Documents") provided to its stockholders any information with respect to Parent or its affiliates or associates unless the form and content of such information has been approved by Parent prior to such inclusion; provided, however, that Parent shall not delay, condition or withhold approval of any information required to be included by federal or state Law or the California CommissionerInformation Statement.

Permit Application. As Unless Acquiror proceeds with a private placement pursuant to Section 6.2(a), then as soon as reasonably practicable after the execution of this Agreement, (i) Parent Acquiror shall prepare, with the cooperation of the Company, the application for permit (the "“Permit Application"”) in connection with the Hearing (as hereinafter defineddefined below) and the notice sent to all holders of the Company Shares, Company Options and/or Company Warrants Securityholders pursuant to, and meeting the requirements of Article 2 of Subchapter 1 of the California Administrative Code, Title 10, Chapter 3, Subchapter 2, as amended (the "“Hearing Notice"”), requesting a concerning the hearing (the "“Hearing"”) to be held by the California Commissioner of Corporations (the "California Commissioner") to consider the terms and conditions of this Agreement and the Merger and the fairness of such terms and conditions pursuant to Section 25142 of the California Corporate Securities Law of 1968, as amended, and the rules promulgated thereunder ("“California Securities Law"”), and (ii) Acquiror shall prepare, with the cooperation of Company, any required additional informational disclosures and documentation to Company Securityholders relating to this Agreement and the transactions contemplated hereby (addressing matters not covered by the Hearing Notice) (collectively, the “Informational Documents”), which may include a letter to be sent following the issuance of the Permit (as defined below) containing the recommendation of the Company’s Board of Directors described in Section 7.11(b) and a solicitation of the approval of the Merger and adoption of this Agreement by the Company Stockholders. Each of the Company and Parent Acquiror shall use its diligent reasonable best efforts to cause the Permit Application and Application, the Hearing Notice and the Informational Documents to comply with all requirements of applicable Applicable Law (including federal and state securities Laws laws and the Code and regulations promulgated thereunder). Each of the Company and Parent Acquiror shall provide promptly to the other such information concerning its business and financial statements and affairs as, in the reasonable judgment of the providing party or its counsel, may be required or appropriate for inclusion in the Permit Application Application, the Hearing Notice or the Hearing NoticeInformational Documents, or in any amendments or supplements thereto, and to cause its counsel and accountants auditors to cooperate with the other's ’s counsel and accountants auditors in the preparation of the Permit Application Application, the Hearing Notice and the Informational Documents. The Hearing NoticeNotice and Informational Documents shall constitute disclosure documents for the offer and issuance of the shares of Acquiror Common Stock to be received by the holders of the Company Capital Stock in the Merger (including the Initial Stock Consideration, First Booking Stock Earnout and all Subsequent Booking Stock Earnouts) and a proxy statement for solicitation of approval of the Merger and adoption of this Agreement by the Company Stockholders. Whenever any event occurs that is required to be set forth in an amendment or supplement to the Hearing Notice or the Informational Documents, the Company and Parent Acquiror shall cooperate in delivering any such amendment or supplement to all the holders of the Company Shares, Capital Stock and/or Company Options and/or Company Warrants and/or in filing any such amendment or supplement with the 58. California Commissioner or its staff and/or any other Government government officials to the extent required by applicable Applicable Law. Anything to the contrary contained herein notwithstanding, the Company shall not include in any additional informational disclosures and documentation ("the Informational Documents") provided to its stockholders Documents prepared by it any information with respect to Parent Acquiror or its affiliates or associates unless associates, the form and content of such which information has shall not have been approved by Parent Acquiror prior to such inclusion; provided, however, that Parent Acquiror shall not delay, condition or withhold approval of any information required to be included by federal or state Law law or the California Commissioner.

Permit Application. As soon as reasonably practicable after the execution of this Agreement, (i) Parent Acquiror shall prepare, with the cooperation of the Company, the application for permit (the "“Permit Application"”) in connection with the Hearing (as hereinafter defineddefined below) and the notice sent to all holders of the Company Shares, Company Options and/or Company Warrants Securityholders pursuant to, and meeting the requirements of Article 2 of Subchapter 1 of the California Administrative Code, Title 10, Chapter 3, Subchapter 2, as amended (the "“Hearing Notice"”), requesting a concerning the hearing (the "“Hearing"”) to be held by the California Commissioner of Corporations (the "California Commissioner") to consider the terms and conditions of this Agreement and the Merger and the fairness of such terms and conditions pursuant to Section 25142 of the California Corporate Securities Law of 1968, as amended, and the rules promulgated thereunder ("“California Securities Law"”), and (ii) Acquiror shall prepare, with the cooperation of Company, any required additional informational disclosures and documentation to Company Securityholders relating to this Agreement and the transactions contemplated hereby (addressing matters not covered by the Hearing Notice) (collectively, the “Informational Documents”), which may include a letter to be sent following the issuance of the Permit (as defined below) containing the recommendation of the Company’s Board of Directors described in Section 7.11(b) and a solicitation of the approval of the Merger and adoption of this Agreement by the Company Stockholders. Each of the Company and Parent Acquiror shall use its diligent reasonable best efforts to cause the Permit Application and Application, the Hearing Notice and the Informational Documents to comply with all requirements of applicable Applicable Law (including federal and state securities Laws laws and the Code and regulations promulgated thereunder). Each of the Company and Parent Acquiror shall provide promptly to the other such information concerning its business and financial statements and affairs as, in the reasonable judgment of the providing party or its counsel, may be required or appropriate for inclusion in the Permit Application Application, the Hearing Notice or the Hearing NoticeInformational Documents, or in any amendments or supplements thereto, and to cause its counsel and accountants auditors to cooperate with the other's ’s counsel and accountants auditors in the preparation of the Permit Application Application, the Hearing Notice and the Informational Documents. Without limiting the foregoing, Company shall provide, within five (5) business days after the execution of this Agreement, all financial statements required by Section 260.613 of the California Code of Regulations. The Hearing NoticeNotice and Informational Documents shall constitute disclosure documents for the offer and issuance of the shares of Acquiror Common Stock to be received by the holders of the Company Capital Stock in the Merger and a proxy statement for solicitation of approval of the Merger and adoption of this Agreement by the Company Stockholders. Whenever any event occurs that is required to be set forth in an amendment or supplement to the Hearing Notice or the Informational Documents, the Company and Parent Acquiror shall cooperate in delivering any such amendment or supplement to all the holders of the Company Shares, Capital Stock and/or Company Options and/or Company Warrants and/or in filing any such amendment or supplement with the 58. California Commissioner or its staff and/or any other Government government officials to the extent required by applicable Applicable Law. Anything to the contrary contained herein notwithstanding, the Company shall not include in any additional informational disclosures and documentation ("the Informational Documents") provided to its stockholders Documents prepared by it any information with respect to Parent Acquiror or its affiliates or associates unless associates, the form and content of such which information has shall not have been approved by Parent Acquiror prior to such inclusioninclusion (which approval shall not be unreasonably withheld); provided, however, that Parent Acquiror shall not delay, condition or withhold approval of any information required to be included by federal or state Law law or the California Commissioner.

Permit Application. As soon as reasonably practicable after the execution of this Agreement, (i) Parent Acquiror shall prepare, with the cooperation of the Company, the application for permit (the "“Permit Application"”) in connection with the Hearing (as hereinafter defineddefined below) and the notice sent to all holders of the Company Shares, Company Options and/or Company Warrants Securityholders pursuant to, and meeting the requirements of Article 2 of Subchapter 1 of the California Administrative Code, Title 10, Chapter 3, Subchapter 2, as amended (the "“Hearing Notice"”), requesting a concerning the hearing (the "“Hearing"”) to be held by the California Commissioner of Corporations (the "California Commissioner") to consider the terms and conditions of this Agreement and the Merger and the fairness of such terms and conditions pursuant to Section 25142 of the California Corporate Securities Law of 1968, as amended, and the rules promulgated thereunder ("“California Securities Law"”), and (ii) Acquiror shall prepare, with the cooperation of Company, any required additional informational disclosures and documentation to Company Securityholders relating to this Agreement and the transactions contemplated hereby (addressing matters not covered by the Hearing Notice) (collectively, the “Informational Documents”), which may include a letter to be sent following the issuance of the Permit (as defined below) containing the recommendation of the Company’s Board of Directors described in Section 7.11(b) and a solicitation of the approval of the Merger and adoption of this Agreement by the Company Stockholders. Each of the Company and Parent Acquiror shall use its diligent reasonable best efforts to cause the Permit Application and Application, the Hearing Notice and the Informational Documents to comply with all requirements of applicable Applicable Law (including federal and state securities Laws laws and the Code and regulations promulgated thereunder). Each of the Company and Parent Acquiror shall provide promptly to the other such information concerning its business and financial statements and affairs as, in the reasonable judgment of the providing party or its counsel, may be required or appropriate for inclusion in the Permit Application Application, the Hearing Notice or the Hearing NoticeInformational Documents, or in any amendments or supplements thereto, and to cause its counsel and accountants auditors to cooperate with the other's ’s counsel and accountants auditors in the preparation of the Permit Application Application, the Hearing Notice and the Informational Documents. Without limiting the foregoing, Company shall provide, within five (5) business days after the execution of this Agreement, all financial statements required by Section 260.613 of the California Code of Regulations. The Hearing NoticeNotice and Informational Documents shall constitute disclosure documents for the offer and issuance of the shares of Acquiror Common Stock to be received by the holders of the Company Capital Stock in the Merger and a proxy or information statement for solicitation of approval of the Merger and adoption of this Agreement by the Company Stockholders. Whenever any event occurs that is required to be set forth in an amendment or supplement to the Hearing Notice or the Informational Documents, the Company and Parent Acquiror shall cooperate in delivering any such amendment or supplement to all the holders of the Company Shares, Capital Stock and/or Company Options and/or Company Warrants and/or in filing any such amendment or supplement with the 58. California Commissioner or its staff and/or any other Government government officials to the extent required by applicable Applicable Law. Anything to the contrary contained herein notwithstanding, the Company shall not include in any additional informational disclosures and documentation ("the Informational Documents") provided to its stockholders Documents prepared by it any information with respect to Parent Acquiror or its affiliates or associates unless associates, the form and content of such which information has shall not have been approved by Parent Acquiror prior to such inclusioninclusion (which approval shall not be unreasonably withheld); provided, however, that Parent Acquiror shall not delay, condition or withhold approval of any information required to be included by federal or state Law law or the California Commissioner.