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 the requesting party may reasonably deem necessary to effectuate this Agreement. In addition and from time to time after Closing, 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. Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which 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, each party shall cooperate and use its best efforts to have its present directors, officers, and employees cooperate with 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 the items subject to this Agreement.

Appears in 2 contracts

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

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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 the requesting party may reasonably deem necessary are reasonable to effectuate this Agreement. In addition and from time to time after Closing, Seller 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 Hospital Facilities and the Purchased Assets. Seller Sellers shall also furnish Buyer with such information and documents in its possession or under its control, or which Seller 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 Hospital Facilities or the Purchased Assets. Additionally, each party the parties hereto shall cooperate and use its best their commercially reasonable efforts to have its present directors, officers, members and employees cooperate with the 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

Samples: 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 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 the requesting party Party may reasonably deem necessary to effectuate this Agreement. In addition and from time to time after Closing, 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 Hospital Facilities and the Purchased AssetsSubject Interests. The Seller shall also furnish Buyer Purchaser with such information and documents in its the Seller’s possession or under its control, or which 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 Hospital Facilities or the Purchased AssetsSubject Interests. Additionally, each party the Parties shall cooperate and use its best their respective reasonable efforts to have its their respective present directors, officers, officers and employees cooperate with the 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 Closing in respect of the items subject to this Agreement.

Appears in 2 contracts

Samples: Partnership Interest Purchase Agreement (Paincare Holdings Inc), Partnership Interest Purchase 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 the requesting party may reasonably deem necessary to effectuate this Agreementagreement. In addition and from time to time after Closing, Seller 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 Hospital Facilities and the Purchased Assets. Seller Sellers shall also furnish Buyer with such information and documents in its their possession or under its control, or which 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, each party Sellers shall cooperate and use its their best efforts to have its present directors, officers, and employees cooperate with the 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 Closing in respect of the items subject to this Agreement.

Appears in 2 contracts

Samples: 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 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 the requesting party Party may reasonably deem necessary to effectuate this Agreement. In addition and from time to time after Closing, 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 Hospital Facilities Business and the Purchased Acquired Assets. 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 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 Hospital Facilities or the Purchased Acquired Assets. Additionally, each party Seller Companies, Parent and Purchaser shall cooperate and use its best their respective reasonable efforts to have its their respective present managers, directors, officers, officers and employees cooperate with the 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 Closing in respect of the items subject to this Agreement.

Appears in 2 contracts

Samples: 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 and expense of a partyParty, the other party Party or parties Parties shall execute such additional instruments and take such additional actions as the requesting party Party may reasonably deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Seller 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 Hospital Facilities Management Rights. Owners and the Purchased Assets. Seller 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 Seller 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 Hospital Facilities or the Purchased AssetsManagement Rights. Additionally, each party Party hereto shall cooperate with one another and use its best their respective reasonable efforts to have its their respective present directors, officers, officers and employees cooperate with the 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 Closing in respect of the items subject to this Agreement, provided that any Party hereto will reimburse the other Parties hereto for all costs and expenses incurred by the other Parties hereto in connection therewith.

Appears in 1 contract

Samples: Management Rights 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 the requesting party may reasonably deem necessary to effectuate request for purposes of effecting this Agreement. In addition and from time to time after Closing, 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 Hospital Facilities and the Purchased Assets. Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which 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 Hospital Facilities or the Purchased Assets. Additionally, each party shall cooperate and use its commercially reasonable best efforts to have encourage its present directors, officers, and employees cooperate with 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 and after the Closing in respect of the items subject to this Agreement.

Appears in 1 contract

Samples: 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 the requesting party may reasonably deem necessary are reasonable to effectuate this Agreement. In addition and from time to time after Closing, 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. Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which 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, each party the parties hereto shall cooperate and use its best their commercially reasonable efforts to have its present directors, officers, and employees cooperate with the 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

Samples: 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 the requesting party may reasonably deem necessary to effectuate this Agreement. In addition and from time to time after Closing, 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. Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which 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, each party shall cooperate and use its best efforts to have its present directors, officers, and employees cooperate with 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 the items subject to this Agreement.

Appears in 1 contract

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

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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 the requesting party Party may reasonably deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Seller 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 Hospital Facilities and the Purchased AssetsSubject Interest. Seller 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 Seller 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 Hospital Facilities or the Purchased AssetsSubject Interest. Additionally, each party Party hereto shall cooperate with one another and use its best their respective reasonable efforts to have its their respective present directors, officers, officers and employees cooperate with the 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 Closing in respect of the items subject to this Agreement, provided that any Party hereto will reimburse the other Parties hereto for all costs and expenses incurred by the other Parties hereto in connection therewith.

Appears in 1 contract

Samples: 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 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 the requesting party Party may reasonably deem necessary to effectuate this Agreement. In addition and from time to time after Closing, Seller 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 Hospital Facilities Management Rights. Owners and the Purchased Assets. Seller 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 Seller 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 Hospital Facilities or the Purchased AssetsManagement Rights. Additionally, each party Party hereto shall cooperate with one another and use its best their respective reasonable efforts to have its their respective present directors, officers, officers and employees cooperate with the 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 Closing in respect of the items subject to this Agreement, provided that any Party hereto will reimburse the other Parties hereto for all costs and expenses incurred by the other Parties hereto in connection therewith.

Appears in 1 contract

Samples: 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 the requesting party may reasonably deem necessary to effectuate this Agreementagreement. In addition and from time to time after Closing, Seller 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 Hospital Facilities and the Purchased Assets. Seller Sellers shall also furnish Buyer with such information and documents in its their possession or under its control, or which Seller 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 Hospital Facilities or the Purchased Assets. Additionally, each party Sellers shall cooperate and use its their best efforts to have its present directors, officers, and employees cooperate with the 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 Closing in respect of the items subject to this Agreement.

Appears in 1 contract

Samples: 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 the requesting party may reasonably deem necessary are reasonable to effectuate this Agreement. In addition and from time to time after Closing, 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 Hospital Facilities and the Purchased Assets. Each Seller shall also furnish the applicable Buyer with such information and documents in its possession or under its control, or which 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 Hospital Facilities its former Facility or the Purchased Assets. Additionally, each party the parties hereto shall cooperate and use its best their commercially reasonable efforts to have its present directors, officers, and employees cooperate with the 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

Samples: 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 the requesting party may reasonably deem necessary from time to time to effectuate this Agreement. In addition and from time to time after Closing, Seller shall (i) execute and deliver such other instruments of conveyance and transfer, and take such other actions as Buyer reasonably may reasonably 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. ; and (ii) execute and deliver such further instruments and to take such other actions as Buyer may reasonably request to release Buyer from all obligation and liability with regard to any obligation or liability retained by Seller and to execute and deliver such further instruments and to cooperate with Buyer as Buyer may reasonably request or to enable Buyer to obtain all necessary healthcare or regulatory certifications, approvals, consents and licenses, accreditations or permits.. Seller shall also furnish Buyer with such information and documents in its possession or under its control, or which 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, each party Seller shall cooperate and use its best efforts to have its present directors, officers, and employees cooperate with the 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 Closing in respect of the items subject to this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Province Healthcare Co)

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