Common use of Best Efforts; Obtaining Consents Clause in Contracts

Best Efforts; Obtaining Consents. (a) Subject to the terms -------------------------------- and conditions herein provided, each of Seller and Buyer agrees to use its best efforts (whether before or after the Closing Date) 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 and make effective as promptly as practicable, the transactions contemplated by this Agreement and to cooperate with the other in connection with the foregoing, including using its best efforts (i) to obtain all necessary waivers, consents and approvals from other parties to material Contracts, (ii) to obtain all consents, approvals and authorizations that are required to be obtained under any Law, (iii) to lift or rescind any Order adversely affecting the ability of the parties hereto to consummate the Asset Purchase, (iv) to effect all necessary registrations and filings and submissions of information requested by Governmental Authorities, and (v) to fulfill all conditions to this Agreement (it being understood that such efforts shall not include any requirement of Buyer or Seller to expend more than commercially reasonable sums of money or grant any material financial or other accommodation, or of Buyer to accept any material modification of its rights hereunder). Seller and Buyer further covenant and agree, with respect to a threatened or pending Order or Law that would adversely affect the ability of the parties hereto to consummate the Asset Purchase, to use their respective best efforts to prevent the entry, enactment or promulgation thereof, as the case may be (it being understood that such efforts shall not include any requirement of Buyer or Seller to expend more than commercially reasonable sums of money or grant any material financial or other accommodation).

Appears in 3 contracts

Samples: Acquisition Agreement (Emed Technologies Corp), Acquisition Agreement (Emed Technologies Corp), Acquisition Agreement (Emed Technologies Corp)

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Best Efforts; Obtaining Consents. (a) Subject to the terms -------------------------------- and conditions herein provided, each of Seller and Buyer agrees to use its best efforts (whether before or after the Closing Date) 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 and make effective as promptly as practicable, the transactions contemplated by this Agreement and to cooperate with each of the other others in connection with the foregoing, including using its best efforts Best Efforts (i) to obtain all necessary waivers, consents and approvals from other parties to material Contracts, (ii) subject to subsection (b) below, to obtain all consents, approvals and authorizations that are required to be obtained under any Law, (iii) subject to subsection (b) below, to lift or rescind any Order adversely affecting the ability of the parties hereto to consummate the Asset Purchasetransactions contemplated hereunder, (iv) to effect all necessary registrations and filings including filings under the HSR Act and the FTA and submissions of information requested by Governmental Authorities, and (v) to fulfill all conditions to this Agreement (it being understood that such efforts shall not include any requirement of Buyer or Seller to expend more than commercially reasonable material sums of money or grant any material financial or other accommodation, or of Buyer to accept any material modification of its rights hereunder). Seller and Buyer further covenant and agree, with respect to a threatened or pending Order or Law that would adversely affect the ability of the parties hereto to consummate the Asset Purchasetransactions contemplated hereunder, to use their respective best efforts Best Efforts to prevent the entry, enactment or promulgation thereof, as the case may be (it being understood that such efforts shall not include any requirement of Buyer or Seller to expend more than commercially reasonable material sums of money or grant any material financial or other accommodation).

Appears in 2 contracts

Samples: Business Transfer Agreement (FSC Semiconductor Corp), Business Transfer Agreement (Fairchild Semiconductor Corp)

Best Efforts; Obtaining Consents. (a) Subject to the terms -------------------------------- and conditions herein provided, each of Seller Raytheon and Buyer Bain agrees to use its best efforts (whether before or after the Closing Date) 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 and make effective as promptly as practicable, the transactions contemplated by this Agreement and to cooperate with the other in connection with the foregoing, including using its best efforts (i) to obtain all necessary waivers, consents and approvals from other parties to material Contracts, (ii) to obtain all consents, approvals and authorizations that are required to be obtained under any Law, (iii) to lift or rescind any Order adversely affecting the ability of the parties hereto to consummate the Asset PurchaseMerger and the other transactions contemplated hereby, (iv) to effect all necessary registrations and filings including filings under the HSR Act and submissions of information requested by Governmental Authorities, and (v) to fulfill all conditions to this Agreement (it being understood that such best efforts shall not include any requirement of Buyer Raytheon or Seller Bain to expend more than commercially reasonable material sums of money or grant any material financial or other accommodation, or of Buyer to accept any material modification of its rights hereunderaccommodation (other than as contemplated hereby)). Seller Raytheon and Buyer Bain further covenant and agree, with respect to a threatened or pending Order or Law that would adversely affect the ability of the parties Parties hereto to consummate the Asset PurchaseMerger and the other transactions contemplated hereby, to use their respective best efforts to prevent the entry, enactment or promulgation thereof, as the case may be (it being understood that such best efforts shall not include any requirement of Buyer Raytheon or Seller Bain to expend more than commercially reasonable material sums of money or grant any material financial or other accommodationaccommodation (other than as contemplated hereby)).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alliance Laundry Holdings LLC)

Best Efforts; Obtaining Consents. (a) Subject to the terms -------------------------------- and conditions herein provided, each of Raytheon, Seller and Buyer agrees to use its best efforts (whether before or after the Closing Date) 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 and make effective as promptly as practicable, the transactions contemplated by this Agreement and to cooperate with each of the other others in connection with the foregoing, including using its best efforts (i) to obtain all necessary waivers, consents and approvals from other parties to material Contracts, (ii) subject to subsection (b) below, to obtain all consents, approvals and authorizations that are required to be obtained under any Law, (iii) subject to subsection (b) below, to lift or rescind any Order adversely affecting the ability of the parties hereto to consummate the Asset Stock Purchase, (iv) to effect all necessary registrations and filings including filings under the HSR Act and submissions of information requested by Governmental Authorities, and (v) to fulfill all conditions to this Agreement (it being understood that such efforts shall not include any requirement of Buyer Buyer, Raytheon or Seller to expend more than commercially reasonable material sums of money or grant any material financial or other accommodation, or of Buyer to accept any material modification of its rights hereunder). Raytheon, Seller and Buyer further covenant and agree, with respect to a threatened or pending Order or Law that would adversely affect the ability of the parties hereto to consummate the Asset Stock Purchase, to use their respective best efforts to prevent the entry, enactment or promulgation thereof, as the case may be (it being understood that such efforts shall not include any requirement of Buyer Buyer, Raytheon or Seller to expend more than commercially reasonable material sums of money or grant any material financial or other accommodation).

Appears in 1 contract

Samples: Acquisition Agreement (FSC Semiconductor Corp)

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Best Efforts; Obtaining Consents. (a) Subject to the terms -------------------------------- and conditions herein provided, each of Seller and Buyer each agrees to use its best efforts (whether before or after the Closing Date) 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 and make effective as promptly as practicable, the transactions contemplated by this Agreement and to cooperate with the other in connection with the foregoing, including using its best efforts (i) to obtain all necessary waivers, consents and approvals from other parties to material Contractsloan agreements, leases and other contracts, (ii) to obtain all consents, approvals and authorizations that are required to be obtained under any Lawfederal, state, local or foreign law or regulation, (iii) to lift or rescind any Order injunction or restraining order or other order adversely affecting the ability of the parties hereto to consummate the Asset PurchaseAcquisition, (iv) to effect all necessary registrations and filings including filings under the HSR Act and submissions of information requested by Governmental Authorities, and (v) to fulfill all conditions to this Agreement (it being understood that such efforts shall not include any requirement of Buyer Seller or Seller any to expend more than commercially reasonable material sums of money or grant any material financial or other accommodation, or of Buyer to accept any material modification of its rights hereunder). Seller and Buyer further covenant and agree, with respect to a threatened or pending Order preliminary or Law permanent injunction or other order, decree or ruling or statute, rule, regulation or executive order that would adversely affect the ability of the parties hereto to consummate the Asset PurchaseAcquisition, to use their respective reasonable best efforts to prevent the entry, enactment or promulgation thereof, as the case may be (it being understood that such efforts shall not include any requirement of Buyer or Seller to expend more than commercially reasonable material sums of money or grant any material financial or other accommodation).

Appears in 1 contract

Samples: Stock Purchase Agreement (Advanced Digital Information Corp)

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