Common use of Reasonable Efforts Clause in Contracts

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 27 contracts

Samples: Stockholder Option Agreement (Dep Corp), Stockholder Agreement (Tickets Com Inc), Stockholder Agreement (Tickets Com Inc)

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Reasonable Efforts. Subject to the terms and conditions of this Agreement------------------ agreement, each of the parties hereto agrees to this agreement shall use all reasonable efforts to take, take or cause to be taken, taken all actions, and to do, or cause to such action as may be done, all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this agreement and the Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party Stockholder with any Governmental Entity entity in connection with this agreement and the Agreement and the transactions contemplated herebyby this agreement and the Agreement.

Appears in 11 contracts

Samples: Stockholder Agreement (Barnett Howard G Jr), Stockholder Agreement (Barnett Howard G Jr), Stockholder Agreement (Barnett Howard G Jr)

Reasonable Efforts. Subject to Before Closing, upon the terms and subject to the conditions of this Agreement, each of the parties hereto agrees Parties agree to use all their respective reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under (subject to applicable Laws laws) and with their respective policies to consummate and make effective the Exchange and other transactions contemplated by this Agreement. Each party shall Agreement as promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.as practicable including, but not limited to:

Appears in 7 contracts

Samples: Share Exchange Agreement, Share Exchange Agreement (DPW Holdings, Inc.), Share Exchange Agreement (PARETEUM Corp)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties Parties hereto agrees to use all reasonable efforts efforts, to take, or cause to be taken, all reasonable actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws necessary and appropriate to satisfy all conditions of and to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult , including cooperating with the other and provide any necessary information and material with respect parties to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated herebyAgreement.

Appears in 5 contracts

Samples: Membership Interest Purchase Agreement (MVP REIT II, Inc.), Membership Interest Purchase Agreement (MVP REIT, Inc.), Purchase Agreement (MVP REIT, Inc.)

Reasonable Efforts. (a) Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to Party shall use all its reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, and to assist and cooperate with the other Party in doing, all things necessary, proper or advisable under applicable Laws to consummate and make effective effective, the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated herebyTransaction Documents.

Appears in 3 contracts

Samples: Equity Interest Purchase Agreement (Fortegra Group, LLC), Equity Interest Purchase Agreement (Fortegra Group, LLC), Equity Interest Purchase Agreement (Tiptree Inc.)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to party will use all reasonable efforts to take, or cause to be taken, all actions, actions and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Holophane Corp), Agreement and Plan of Merger (National Service Industries Inc), Agreement and Plan of Merger (Anthem Insurance Companies Inc)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to will use all its commercially reasonable efforts to take, or cause to be taken, take all actions, action and to do, or cause to be done, do all things necessary, proper or advisable under applicable Laws to satisfy any condition to the parties' obligations hereunder in its power to satisfy and to consummate and make effective as soon as practicable the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Salem Media Group, Inc. /De/), Asset Purchase Agreement (Salem Media Group, Inc. /De/)

Reasonable Efforts. Subject to the terms and conditions of this Agreementherein, each of the parties hereto agrees to use all reasonable commercially reasonably efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things reasonably necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement as promptly as practicable. In case at any time after a Closing any further action is reasonably necessary to carry out the purposes of this Agreement. Each , the proper agents, officers and directors of each party hereto shall promptly consult with the other and provide any necessary information and material with respect to all filings made by take such party with any Governmental Entity in connection with this Agreement and the transactions contemplated herebyaction.

Appears in 3 contracts

Samples: Agreement for Purchase and Sale (Leap Wireless International Inc), Agreement for Purchase (Leap Wireless International Inc), Agreement for Purchase and Sale (Leap Wireless International Inc)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to party will use all its reasonable efforts to take, or cause to be taken, all actions, actions and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall Agreement as promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated herebyas practicable.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bottomline Technologies Inc /De/), Agreement and Plan of Merger (Optio Software Inc)

Reasonable Efforts. Subject to Each Party hereto agrees that it will not voluntarily undertake any course of action inconsistent with the terms and conditions provisions or intent of this Agreement, each of the parties hereto agrees to Agreement and will use all commercially reasonable efforts to take, or cause to be taken, all actions, action and to do, or cause to be done, all things reasonably necessary, proper or advisable under applicable Laws laws to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Diamondback Energy, Inc.)

Reasonable Efforts. Subject to the terms and conditions of this ------------------ Agreement, each of the parties hereto agrees to use all reasonable its best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement and the Merger Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the Merger Agreement and the transactions contemplated herebyhereby and thereby.

Appears in 2 contracts

Samples: Stockholders Agreement (Hain Food Group Inc), Stockholders Agreement (Hain Food Group Inc)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.. (f)

Appears in 2 contracts

Samples: 4 Stockholder Agreement Agreement (Voith Sulzer Acquisition Corp), Stockholder Agreement Agreement (Voith Sulzer Acquisition Corp)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws to consummate and make effective the transactions contemplated by this Agreementhereby. Each party shall promptly consult with At the other party’s reasonable request and provide any without further consideration, each party hereto shall execute and deliver such additional documents and take all such further lawful action as may be necessary information or desirable to consummate and material with respect to all filings made by such party with any Governmental Entity make effective, in connection with this Agreement and the most expeditious manner practicable, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Support Agreement (TCV Vii Lp), Support Agreement (Xata Corp /Mn/)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective the - 3 - 4 transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.. (f)

Appears in 2 contracts

Samples: 3 Stockholder Agreement Agreement (Voith Sulzer Acquisition Corp), Stockholder Agreement Agreement (Voith Sulzer Acquisition Corp)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, Agreement each of the parties hereto agrees Parties agree to use all commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under this Agreement and under applicable Laws contracts, laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall , including satisfying all conditions precedent that are under their respective control, and will promptly consult cooperate with the and furnish information to each other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.any such requirements imposed upon any of them;

Appears in 2 contracts

Samples: Asset Purchase Agreement (Phoenix Footwear Group Inc), Asset Purchase Agreement (Phoenix Footwear Group Inc)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all its reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement and the Merger Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Government Entity in connection with this Agreement and the Merger Agreement and the transactions contemplated herebyhereby and there by.

Appears in 1 contract

Samples: Voting Agreement (Stanford Telecommunications Inc)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to Party will use all commercially reasonable efforts to take, or cause to be taken, all actions, actions and to do, or cause to be done, all things necessary, proper necessary or advisable under applicable Laws Law and this Agreement to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ii-Vi Inc)

Reasonable Efforts. (a) Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to Party shall use all its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, and to assist and cooperate with the other Party in doing, all things necessary, proper or advisable under applicable Laws to consummate and make effective effective, the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated herebyother Transaction Documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Standard Diversified Inc.)

Reasonable Efforts. (a) Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to Party shall use all its reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, and to assist and cooperate with the other Party in doing, all things necessary, proper or advisable under applicable Laws to consummate and make effective effective, the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Special Diversified Opportunities Inc.)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to party will use all reasonable its reason able best efforts to take, or cause to be taken, all actions, actions and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cellular Communications of Puerto Rico Inc /De/)

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Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all its reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement and the Merger Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Government Entity in connection with this Agreement and the Merger Agreement and the transactions contemplated herebyhereby and thereby.

Appears in 1 contract

Samples: Voting Agreement (Newbridge Networks Corp)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws to consummate and make effective the transactions contemplated by this Agreementhereby. Each At any other party’s reasonable request and without further consideration, each party hereto shall promptly consult with execute and deliver such additional documents and take all such further lawful action as may be necessary or desirable to consummate and make effective, in the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and most expeditious manner practicable, the transactions contemplated hereby.

Appears in 1 contract

Samples: Voting and Support Agreement (Lakes Entertainment Inc)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all reasonable its best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement and the Merger Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the Merger Agreement and the transactions contemplated herebyhereby and thereby.

Appears in 1 contract

Samples: Shareholders Agreement (Riddell Sports Inc)

Reasonable Efforts. Subject to Each party hereto agrees that it will not voluntarily undertake any course of action inconsistent with the terms and conditions provisions or intent of this Agreement, each of the parties hereto agrees to Agreement and will use all reasonable efforts its Reasonable Efforts to take, or cause to be taken, all actions, action and to do, or cause to be done, all things reasonably necessary, proper proper, or advisable under applicable Applicable Laws to consummate and make effective the transactions contemplated by in this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Transaction Agreement (Boots & Coots International Well Control Inc)

Reasonable Efforts. Subject to the terms and conditions of this Agreementherein provided, each of the parties party hereto agrees to use all reasonable efforts to take, or cause to be taken, all actions, actions and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective as promptly as practicable the transactions contemplated by this Agreement. Each party The parties shall promptly consult with execute such additional documents and do such other acts as may be reasonably required to carry out the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with intent of this Agreement and the transactions contemplated herebyAgreement.

Appears in 1 contract

Samples: Commercial Purchase and Sale Agreement

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to will use all its reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with Agreement at the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated herebyearliest practicable date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Kaman Corp)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to will use all its reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Applicable Laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with Agreement at the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated herebyearliest practicable date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Applied Industrial Technologies Inc)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to party will use all its reasonable best efforts to take, or cause to be taken, all actions, actions and to do, or cause to be done, all things necessary, proper necessary or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall Agreement as promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated herebyas practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Isomedix Inc)

Reasonable Efforts. Subject to the terms and conditions of this AgreementAgreement and applicable law, each of the parties hereto agrees to shall act in good faith and use all commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement. Each Agreement as soon as practicable, including such actions or things as any other party shall promptly consult with the other and provide may reasonably request in order to cause any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.of

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (Video Sentry Corp)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to use all commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement. Each party shall use commercially reasonable efforts to promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Stockholder Agreement (Tickets Com Inc)

Reasonable Efforts. Subject to the terms and conditions of this ------------------ Agreement, each of the parties hereto agrees to use all reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Exhibit 1 (Berglass Robert H)

Reasonable Efforts. Subject to Upon the terms and subject to the conditions of this Agreement, each of the parties party hereto agrees to shall use all reasonable efforts to take, take or cause to be taken, taken all actions, actions and to do, do or cause to be done, done all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Compucredit Corp)

Reasonable Efforts. Subject to the terms and conditions of this Agreement, each of the parties hereto agrees to will use all its reasonable best efforts to take, or cause to be taken, all actionsaction, and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws laws and regulations to consummate and make effective the transactions contemplated by this Agreement. Each party shall promptly consult with the other and provide any necessary information and material with respect to all filings made by such party with any Governmental Entity in connection with this Agreement and the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Dow Jones & Co Inc)

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