Common use of Additional Assurances Clause in Contracts

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable to effectuate this Agreement. In addition and from time to time after Closing, Sellers shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer reasonably may request, more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer in legal and actual possession of, any and all of the Facilities and the Assets. Sellers shall also furnish Buyer with such information and documents in its possession or under its control, or which Sellers can execute or cause to be executed, as will enable Buyer to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Facilities or the Assets. Additionally, the parties hereto shall cooperate and use their commercially reasonable efforts to have its present directors, officers, members and employees cooperate with such other party on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Psychiatric Solutions Inc), Asset Purchase Agreement (Psychiatric Solutions Inc)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable the requesting party may reasonably deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Sellers Seller shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer reasonably may request, more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer in legal and actual possession of, any and all of the Hospital Facilities and the Purchased Assets. Sellers Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which Sellers Seller can execute or cause to be executed, as will enable Buyer to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Hospital Facilities or the Purchased Assets. Additionally, the parties hereto each party shall cooperate and use their commercially reasonable its best efforts to have its present directors, officers, members and employees cooperate with such the other party on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Sunlink Health Systems Inc), Asset Purchase Agreement (Sunlink Health Systems Inc)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties Parties except as may be herein specifically provided to the contrary; provided, however, at the reasonable request of a partyParty, the other party Party or parties Parties shall execute such additional instruments and take such additional actions as are reasonable the requesting Party may deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Sellers Parent and the applicable Seller Companies shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer Purchaser reasonably may request, more to effectively to convey and transfer full right, title, title and interest to, vest in, and place Buyer Purchaser in legal legal, equitable and actual possession of, any and all of the Facilities Business and the Acquired Assets. Sellers Seller Companies and Parent shall also furnish Buyer Purchaser with such information and documents in its that Party’s possession or under its that Party’s control, or which Sellers Seller Companies and Parent can execute or cause to be executed, as will enable Buyer Purchaser to prosecute any and all petitions, applications, claims, Claims and demands relating to or constituting a part of the Facilities or the Acquired Assets. Additionally, the parties hereto Seller Companies, Parent and Purchaser shall cooperate and use their commercially respective reasonable efforts to have its their respective present managers, directors, officers, members officers and employees cooperate with such each other party on and after Closing in furnishing information, evidence, testimony, testimony and other assistance in connection with any action, proceeding, arrangement, arrangement or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Modern Medical Modalities Corp), Asset Purchase Agreement (Modern Medical Modalities Corp)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties Parties except as may be herein specifically provided to the contrary; provided, however, at the reasonable request of a partyParty, the other party Party or parties Parties shall execute such additional instruments and take such additional actions as are reasonable the requesting Party may deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Sellers the Seller shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer the Purchaser reasonably may request, more to effectively to convey and transfer full right, title, title and interest to, vest in, and place Buyer Purchaser in legal legal, equitable and actual possession of, any and all of the Facilities and the AssetsSubject Interests. Sellers The Seller shall also furnish Buyer Purchaser with such information and documents in its the Seller’s possession or under its control, or which Sellers the Seller can execute or cause to be executed, as will enable Buyer Purchaser to prosecute any and all petitions, applications, claims, claims and demands relating to or constituting a part of the Facilities or the AssetsSubject Interests. Additionally, the parties hereto Parties shall cooperate and use their commercially respective reasonable efforts to have its their respective present directors, officers, members officers and employees cooperate with such each other party on and after Closing in furnishing information, evidence, testimony, testimony and other assistance in connection with any action, proceeding, arrangement, arrangement or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 2 contracts

Sources: Partnership Interest Purchase Agreement (Paincare Holdings Inc), Partnership Agreement (Paincare Holdings Inc)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable the requesting party may deem necessary to effectuate this Agreementagreement. In addition and from time to time after Closing, Sellers shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer reasonably may request, more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer in legal and actual possession of, any and all of the Facilities Hospital and the Assets. Sellers shall also furnish Buyer with such information and documents in its their possession or under its control, or which Sellers Seller can execute or cause to be executed, as will enable Buyer to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Facilities Hospital or the Assets. Additionally, the parties hereto Sellers shall cooperate and use their commercially reasonable best efforts to have its present directors, officers, members and employees cooperate with such other party Buyer on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Rennova Health, Inc.), Asset Purchase Agreement (Rennova Health, Inc.)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable the requesting party may deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Sellers Seller shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer reasonably may request, more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer in legal and actual possession of, any and all of the Facilities Hospital and the Purchased Assets. Sellers Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which Sellers Seller can execute or cause to be executed, as will enable Buyer to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Facilities Hospital or the Purchased Assets. Additionally, the parties hereto each party shall cooperate and use their commercially reasonable its best efforts to have its present directors, officers, members and employees cooperate with such the other party on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 1 contract

Sources: Asset Purchase Agreement (Acadia Healthcare Company, Inc.)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable to effectuate the requesting party may reasonably request for purposes of effecting this Agreement. In addition and from time to time after Closing, Sellers Seller shall execute and deliver such other instruments of conveyance and transfer, and shall take such other actions as Buyer may reasonably may request, to more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer Entities in legal and actual possession of, any and all of the Facilities and the Purchased Assets. Sellers Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which Sellers Seller can execute or cause to be executed, as will enable Buyer Entities to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Facilities or the Purchased Assets. Additionally, the parties hereto each party shall cooperate and use their its commercially reasonable best efforts to have encourage its present directors, officers, members and employees cooperate with such the other party on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) and after the Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 1 contract

Sources: Asset Purchase Agreement (Ardent Health Services LLC)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable to effectuate this Agreement. In addition and from time to time after Closing, Sellers Seller shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer reasonably may request, more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer in legal and actual possession of, any and all of the Facilities and the Assets. Sellers Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which Sellers Seller can execute or cause to be executed, as will enable Buyer to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Facilities or the Assets. Additionally, the parties hereto shall cooperate and use their commercially reasonable efforts to have its present directors, officers, members and employees cooperate with such other party on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 1 contract

Sources: Asset Purchase Agreement (Psychiatric Solutions Inc)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties Parties except as may be herein specifically provided to the contrary; provided, however, at the reasonable request and expense of a partyParty, the other party Party or parties Parties shall execute such additional instruments and take such additional actions as are reasonable the requesting Party may deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Sellers Owners and the Company shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer Purchaser reasonably may request, more to effectively to convey and transfer full right, title, title and interest to, vest in, and place Buyer Purchaser in legal legal, equitable and actual possession of, any and all of the Facilities Management Rights. Owners and the Assets. Sellers Company shall also furnish Buyer Purchaser with such information and documents in its that Party’s possession or under its that Party’s control, or which Sellers Owners and the Company can execute or cause to be executed, as will enable Buyer Purchaser to prosecute any and all petitions, applications, claims, claims and demands relating to or constituting a part of the Facilities or the AssetsManagement Rights. Additionally, the parties each Party hereto shall cooperate with one another and use their commercially respective reasonable efforts to have its their respective present directors, officers, members officers and employees cooperate with such other party one another on and after Closing in furnishing information, evidence, testimony, testimony and other assistance in connection with any action, proceeding, arrangement, arrangement or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, provided that any Party hereto will reimburse the other Parties hereto for all records costs and personnel with regard to any pending litigation or litigation arising after expenses incurred by the Closingother Parties hereto in connection therewith.

Appears in 1 contract

Sources: Management Rights Purchase Agreement (Symbion Inc/Tn)

Additional Assurances. The provisions of this Agreement shall be self-self- operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable the requesting party may deem necessary to effectuate this Agreementagreement. In addition and from time to time after Closing, Sellers shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer reasonably may request, more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer in legal and actual possession of, any and all of the Facilities Hospital and the Assets. Sellers shall also furnish Buyer with such information and documents in its their possession or under its control, or which Sellers can execute or cause to be executed, as will enable Buyer to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Facilities Hospital or the Assets. Additionally, the parties hereto Sellers shall cooperate and use their commercially reasonable best efforts to have its present directors, officers, members and employees cooperate with such other party Buyer on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 1 contract

Sources: Asset Purchase Agreement (Rennova Health, Inc.)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request and expense of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable to effectuate this Agreement. In addition and from time to time after Closing, Sellers each Seller shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as any Buyer reasonably may request, more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer Buyers, collectively, in legal and actual possession of, of any and all of the Facilities and the Assets. Sellers Each Seller shall also furnish the applicable Buyer with such information and documents in its possession or under its control, or which Sellers such Seller can execute or cause to be executed, as will enable such Buyer to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Facilities its former Facility or the Assets. Additionally, the parties hereto shall cooperate and use their commercially reasonable efforts to have its present directors, officers, members and employees cooperate with such other party on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 1 contract

Sources: Asset Purchase Agreement (Psychiatric Solutions Inc)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties Parties except as may be herein specifically provided to the contrary; provided, however, at the reasonable request and expense of a partyParty, the other party Party or parties Parties shall execute such additional instruments and take such additional actions as are reasonable the requesting Party may deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Sellers shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer Purchaser reasonably may request, more to effectively to convey and transfer full right, title, title and interest to, vest in, and place Buyer Purchaser in legal legal, equitable and actual possession of, any and all of the Facilities and the AssetsSubject Interest. Sellers shall also furnish Buyer Purchaser with such information and documents in its that Party's possession or under its that Party's control, or which Sellers can execute or cause to be executed, as will enable Buyer Purchaser to prosecute any and all petitions, applications, claims, claims and demands relating to or constituting a part of the Facilities or the AssetsSubject Interest. Additionally, the parties each Party hereto shall cooperate with one another and use their commercially respective reasonable efforts to have its their respective present directors, officers, members officers and employees cooperate with such other party one another on and after Closing in furnishing information, evidence, testimony, testimony and other assistance in connection with any action, proceeding, arrangement, arrangement or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, provided that any Party hereto will reimburse the other Parties hereto for all records costs and personnel with regard to any pending litigation or litigation arising after expenses incurred by the Closingother Parties hereto in connection therewith.

Appears in 1 contract

Sources: Purchase Agreement (Symbion Inc/Tn)

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties except as may be herein specifically provided to the contrary; provided, however, at the request of a party, the other party or parties shall execute such additional instruments and take such additional actions as are reasonable the requesting party may deem necessary to effectuate this Agreementagreement. In addition and from time to time after Closing, Sellers Seller shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer reasonably may request, more effectively to convey and transfer full right, title, and interest to, vest in, and place Buyer in legal and actual possession of, any and all of the Facilities Hospital and the Assets. Sellers Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which Sellers Seller can execute or cause to be executed, as will enable Buyer to prosecute any and all petitions, applications, claims, and demands relating to or constituting a part of the Facilities Hospital or the Assets. Additionally, the parties hereto Seller shall cooperate and use their commercially reasonable its best efforts to have its present directors, officers, members and employees cooperate with such other party ▇▇▇▇▇ on and after Closing in furnishing information, evidence, testimony, and other assistance in connection with any action, proceeding, arrangement, or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, all records and personnel with regard to any pending litigation or litigation arising after the Closing.

Appears in 1 contract

Sources: Asset Purchase Agreement

Additional Assurances. The provisions of this Agreement shall be self-operative and shall not require further agreement by the parties Parties except as may be herein specifically provided to the contrary; provided, however, at the reasonable request and expense of a partyParty, the other party Party or parties Parties shall execute such additional instruments and take such additional actions as are reasonable the requesting Party may deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Sellers Owners and the Company shall execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer Purchaser reasonably may request, more to effectively to convey and transfer full right, title, title and interest to, vest in, and place Buyer Purchaser in legal legal, equitable and actual possession of, any and all of the Facilities Management Rights. Owners and the Assets. Sellers Company shall also furnish Buyer Purchaser with such information and documents in its that Party's possession or under its that Party's control, or which Sellers Owners and the Company can execute or cause to be executed, as will enable Buyer Purchaser to prosecute any and all petitions, applications, claims, claims and demands relating to or constituting a part of the Facilities or the AssetsManagement Rights. Additionally, the parties each Party hereto shall cooperate with one another and use their commercially respective reasonable efforts to have its their respective present directors, officers, members officers and employees cooperate with such other party one another on and after Closing in furnishing information, evidence, testimony, testimony and other assistance in connection with any action, proceeding, arrangement, arrangement or dispute of any nature with respect to matters pertaining to all periods prior to (or post) Closing in respect of the items subject to this Agreement, including, but not limited to, provided that any Party hereto will reimburse the other Parties hereto for all records costs and personnel with regard to any pending litigation or litigation arising after expenses incurred by the Closingother Parties hereto in connection therewith.

Appears in 1 contract

Sources: Management Rights Purchase Agreement (Symbion Inc/Tn)