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continue to revise such PFSweb Public Documents prior to the filing thereof in
order to make corrections and changes which corrections and changes shall be
delivered by PFSweb to Daisytek International as soon as practicable thereafter;
and, provided, further, that Daisytek International and PFSweb financial
representatives shall actively consult with each other regarding any changes
(whether or not substantive) which PFSweb may consider making to any of its
PFSweb Public Documents and related disclosures prior to any anticipated filing
with the SEC, and PFSweb shall obtain Daisytek International's consent prior to
making any change to its PFSweb Public Documents or related disclosures which
would have an effect upon Daisytek International's financial statements or
related disclosures. In addition to the foregoing, no PFSweb Public Document or
any other document which refers, or contains information with respect, to the
ownership of PFSweb by Daisytek, the separation of PFSweb from Daisytek
International or the Distribution shall be filed with the SEC or otherwise made
public by PFSweb or any of its Subsidiaries without the prior written consent of
Daisytek International.
(ix) PFSweb shall, as promptly as practicable,
deliver to Daisytek International copies of all annual and other budgets and
financial projections relating to PFSweb or any of its Subsidiaries and shall
provide Daisytek International an opportunity to meet with management of PFSweb
to discuss such budgets and projections.
(x) With reasonable promptness, PFSweb shall
deliver to Daisytek International such additional financial and other
information and data with respect to PFSweb and its Subsidiaries and their
business, properties, financial positions, results of operations and prospects
as from time to time may be reasonably requested by Daisytek International.
(xi) Prior to issuance, PFSweb shall deliver to
Daisytek International copies of substantially final drafts of all press
releases and other statements to be made available by PFSweb or any of its
Subsidiaries to the public concerning material developments in the business,
properties, earnings, results of operations, financial condition or prospects of
PFSweb or any of its Subsidiaries or the relationship between (A) PFSweb or any
of its Subsidiaries and (B) Daisytek International or any of its Affiliates. In
addition, prior to the issuance of any such press release or public statement,
PFSweb shall consult with Daisytek International regarding any changes (other
than typographical or other similar minor changes) to such substantially final
drafts. Immediately following the issuance thereof, PFSweb shall deliver to
Daisytek International copies of final drafts of all press releases and other
public statements. PFSweb and Daisytek will consult with each other as to the
timing of their annual and quarterly earnings releases and will give each other
an opportunity to review the information therein relating to PFSweb and its
Subsidiaries and to comment thereon.
(xii) PFSweb shall cooperate fully, and cause its
accountants to cooperate fully, with Daisytek International to the extent
requested by Daisytek in the preparation of Daisytek International's public
earnings releases, quarterly reports on Form 10-Q, Annual Reports to
Shareholders, Annual Reports on Form 10-K, any Current Reports on Form 8-K and
any other proxy, information and registration statements, reports, notices,
prospectuses and any other filings made by Daisytek International with the SEC,
any national securities exchange or
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