Common use of SEC Rules Clause in Contracts

SEC Rules. In connection with CCIC's Proposed Offering of securities referred to in Section 4.2, the parties acknowledge that CCIC and/or Buyer will need to comply with certain SEC rules, including Rule S-X. Accordingly, Powertel and Sellers agree to provide CCIC's and Buye▇'▇ ▇uditors access to books and records related to such historical operations, and to provide assistance to such auditors in the completion at CCIC's or Buyer's expense of their examination and audit, including customary representation letters as prescribed by the American Institute of Certified Public Accountants related to the financial statements. Notwithstanding any provision of this Agreement to the contrary (including Section 10.17), each party to this Agreement shall have the right to disclose such information regarding this Agreement and the transactions contemplated hereby as may be required by applicable Law, including federal securities law and stock exchange rules; provided, however, that Powertel shall have the right to review and approve of any disclosure regarding Powertel or the transaction contemplated hereby at least one business day prior to the filing of any documents with the SEC or the distribution of offering materials to private investors (such approval not to be unreasonably withheld).

Appears in 1 contract

Sources: Asset Purchase Agreement (Powertel Inc /De/)

SEC Rules. In connection with CCIC's Proposed Offering of --------- securities referred to in Section 4.2, the parties acknowledge that CCIC and/or Buyer will need to comply with certain SEC rules, including Rule S-X. Accordingly, Powertel and Sellers agree to provide CCIC's and Buye▇'▇ ▇uditors Buyer's auditors access to books and records related to such historical operations, and to provide assistance to such auditors in the completion at CCIC's or Buyer's expense of their examination and audit, including customary representation letters as prescribed by the American Institute of Certified Public Accountants related to the financial statements. Notwithstanding any provision of this Agreement to the contrary (including Section 10.17), each party to this Agreement shall have the right to disclose such information regarding this Agreement and the transactions contemplated hereby as may be required by applicable Law, including federal securities law and stock exchange rules; provided, however, that Powertel shall have the right to review and approve of any disclosure regarding Powertel or the transaction contemplated hereby at least one business day prior to the filing of any documents with the SEC or the distribution of offering materials to private investors (such approval not to be unreasonably withheld).

Appears in 1 contract

Sources: Asset Purchase Agreement (Crown Castle International Corp)