Best Efforts; Cooperation Sample Clauses

Best Efforts; Cooperation. Each of MSTI and Citizens agrees to exercise good faith and use its Best Efforts to satisfy the various covenants and conditions to Closing in this Agreement, and to consummate the transactions contemplated hereby as promptly as possible. Neither MSTI nor Citizens will intentionally take or intentionally permit to be taken any action that would be a Breach of the terms or provisions of this Agreement. Between the Agreement Date and the Closing Date, each of MSTI and Citizens will, and will cause each MSTI Subsidiary and Citizens Subsidiary, respectively, and all of their respective Affiliates and Representatives to, cooperate with respect to all filings that any party is required by Legal Requirements to make in connection with the Contemplated Transactions.
Best Efforts; Cooperation. Upon the terms and subject to the conditions hereof, each of the parties hereto agrees to use its reasonable 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 to consummate the transactions contemplated by this Agreement and shall use its reasonable best efforts to obtain all necessary waivers, consents and approvals, and to effect all necessary filings under the Exchange Act and the HSR Act. The parties hereto shall cooperate in responding to inquiries from, and making presentations to, regulatory authorities.
Best Efforts; Cooperation. Until the Closing, the Company and Purchasers shall use their best efforts in good faith to perform and fulfill all conditions and obligations to be fulfilled or performed by them hereunder, to the end that the transactions contemplated hereby will be fully and timely consummated.
Best Efforts; Cooperation. Subject to the terms and conditions herein provided, Buyer and Acquired Corporation each agrees to use its best efforts promptly to take, or cause to be taken, all actions and do, or cause to be done, all things necessary, proper or advisable under applicable Laws or otherwise, including, without limitation, promptly making required deliveries of stockholder lists and stock transfer reports and attempting to obtain all necessary Consents and waivers and regulatory approvals, including the holding of any regular or special board meetings, to consummate and make effective, as soon as practicable, the transactions contemplated by this Agreement. The officers of each Party to this Agreement shall fully cooperate with officers and employees, accountants, counsel and other representatives of the other Parties not only in fulfilling the duties hereunder of the Party of which they are officers but also in assisting, directly or through direction of employees and other persons under their supervision or control, such as stock transfer agents for the Party, the other Parties requiring information which is reasonably available from such Party.
Best Efforts; Cooperation. Upon the terms and subject to the conditions set forth in this Agreement, each of the parties agrees to use such party's 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 parties in doing, all things necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement, including (i) the obtaining of all necessary actions or nonactions, waivers, consents and approvals from governmental entities and the making of all necessary registrations and filings and the taking of all steps as may be necessary to obtain an approval or waiver from, or to avoid an action or proceeding by, any governmental entity, (ii) the obtaining of all necessary consents, approvals or waivers from third parties, (iii) the execution and delivery of any additional instruments necessary to consummate the transactions contemplated by, and to fully carry out the purposes of, this Agreement, and (iv) causing the conditions in Sections 6 and 7 of this Agreement to be satisfied.
Best Efforts; Cooperation. IMNF, CFI and Principals shall ------------------------- exert their best efforts to obtain all consents and approvals necessary for the due and punctual performance of this Agreement and the satisfaction of the conditions hereof on their part to be satisfied, and all shall cooperate with the other with respect thereto.
Best Efforts; Cooperation. Subject to the terms and --------------------------- conditions of this Agreement, First Kansas agrees to exercise good faith and use its Best Efforts to satisfy the various covenants and conditions to Closing in Articles 8 and 9, respectively, and to consummate the Contemplated Transactions as promptly as possible. First Kansas will not intentionally take or intentionally permit to be taken any action that would be a Breach of the terms or provisions of this Agreement. Between the date of this Agreement and the Closing Date, First Kansas will, and will cause each First Kansas Subsidiary and all of the Affiliates and Representatives of First Kansas and each First Kansas Subsidiary to, cooperate with Acquiror with respect to all filings that Acquiror is required by Legal Requirements to make in connection with the Contemplated Transactions. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement or to vest Acquiror or the Resulting Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of First Kansas, the proper officers and directors of First Kansas shall take all such necessary action to vest Acquiror or the Resulting Corporation with such rights.
Best Efforts; Cooperation. Each of Acquiror and Seller agrees to exercise good faith and use its Best Efforts to satisfy the various covenants and conditions to Closing in this Agreement, and to consummate the Contemplated Transactions as promptly as possible. In furtherance, and not in limitation, of the foregoing, Seller agrees to use its Best Efforts to obtain: (a) the release of any change in control rights or similar rights relating to any employee of Seller or any other Person under any other agreement by which Seller is bound; and (b) the consent of any lessor or other Person whose consent is required to permit Acquiror or Seller to continue to lease its properties or continue its existing agreements in effect. None of Acquiror or Seller will intentionally take or intentionally permit to be taken any action that would be a Breach of the terms or provisions of this Agreement. Between the Agreement Date and the Closing, each of Acquiror and Seller will, and will cause all of their respective Affiliates and Representatives to, cooperate with respect to all filings that any party is required by Legal Requirements to make in connection with the Contemplated Transactions.
Best Efforts; Cooperation. Subject to the terms and --------------------------- conditions of this Agreement, LBI agrees to exercise good faith and use its Best Efforts to satisfy the various covenants and conditions to Closing in this Article 7 and Article 9, respectively, and to consummate the Contemplated Transactions as promptly as possible. LBI will not intentionally take or intentionally permit to be taken any action that would be a Breach of the terms or provisions of this Agreement. Between the date of this Agreement and the Closing Date, LBI will, and will cause each LBI Subsidiary and all of the Affiliates and Representatives of LBI and each LBI Subsidiary to, cooperate with MNB with respect to all filings that MNB is required by Legal Requirements to make in connection with the Contemplated Transactions. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement or to vest Newco with full title to all properties, assets, rights, approvals, immunities and franchises of LBI, the proper officers and directors of LBI shall take all such necessary action to vest Newco with such rights.