AGREEMENTS AND COVENANTS OF PARENT AND MERGER SUB. The agreements and covenants of Parent and Merger Sub required to be performed on or before the Effective Time shall have been performed in all material respects.
AGREEMENTS AND COVENANTS OF PARENT AND MERGER SUB. Parent and Merger Sub each covenant and agree with the Company that, at all times from and after the date hereof until the Closing, Parent will comply with all covenants and provisions of this Article 7, except to the extent the Company may otherwise consent in writing.
AGREEMENTS AND COVENANTS OF PARENT AND MERGER SUB. Section 7.1 Regulatory and Other Approvals. Parent covenants and agrees with the Company that, at all times from and after the date hereof until the Closing, Parent will (a) take all commercially reasonable steps necessary or desirable, and proceed diligently and in good faith and use all commercially reasonable efforts, as promptly as practicable to obtain all consents, approvals or actions of, to make all filings with and to give all notices to Governmental Authorities or any other Person required of Parent and Merger Sub to consummate the transactions contemplated hereby and by the Transaction Documents, (b) provide such other information and communications to such Governmental Authorities or other Persons as the Company or such Governmental Authorities or other Persons may reasonably request and (c) cooperate with the Company as promptly as practicable in obtaining all consents, approvals or actions of, making all filings with and giving all notices to Governmental Authorities or other Persons required of the Company to consummate the transactions contemplated hereby and by the Transaction Documents. Parent will provide prompt notification to the Company when any such consent, approval, action, filing or notice referred to in clause (a) above is obtained, taken, made or given, as applicable, and will advise the Company of any communications (and, unless precluded by Law, provide copies of any such communications that are in writing) with any Governmental Authority or other Person regarding any of the transactions contemplated by this Agreement or any of the Transaction Documents.
