Common use of Best Efforts Clause in Contracts

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties shall use its best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon its actions.

Appears in 37 contracts

Samples: Share Exchange Agreement (Central Wireless Inc), Agreement and Plan of Merger (Homeland Security Capital CORP), Investment Agreement (Advanced Communications Technologies Inc)

AutoNDA by SimpleDocs

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties shall use its their respective best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those of the conditions precedent to its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon its actions, including obtaining all necessary consents, authorizations, orders, approvals and waivers.

Appears in 36 contracts

Samples: Share Exchange Agreement (Mesa Laboratories Inc /Co), Share Exchange Agreement (Cosmos Group Holdings Inc.), Share Exchange Agreement (Mezabay International Inc.)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties shall party will use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate the transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 14 contracts

Samples: Agreement and Plan of Merger (Decrane Acquisition Co), Agreement and Plan of Merger (Apb Acquisition Corp), Tender Offer Agreement (Langer Biomechanics Group Inc)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each Each of the parties shall hereto agrees to use its reasonable best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations necessary, proper or the obligations of the other parties advisable to consummate the transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 14 contracts

Samples: Purchase and Sale Agreement (Regency Realty Corp), Purchase and Sale Agreement (Regency Realty Corp), Purchase and Sale Agreement (Regency Realty Corp)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties shall use its best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement and the Transaction Documents that are dependent upon its actions.

Appears in 9 contracts

Samples: Investment Agreement (Ariel Way Inc), Investment Agreement (Torrent Energy Corp), Investment Agreement (Transax International LTD)

Best Efforts. Subject to Upon the terms and subject to the conditions provided in of this Agreement, each of the parties hereto shall use its best efforts in good faith (other than the payment of money unreimbursed by the other party) to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power actions, and to do, or cause to be fulfilled those conditions precedent done, all things necessary, proper or advisable consistent with applicable law to its obligations or cause the obligations fulfillment of the other parties conditions to Closing set forth herein and to consummate and make effective in the most expeditious manner practicable the transactions contemplated by this Agreement that are dependent upon its actionshereby.

Appears in 9 contracts

Samples: Stock Purchase Agreement (Eps Solutions Corp), Asset Purchase Agreement (Eps Solutions Corp), Stock Purchase Agreement (Eps Solutions Corp)

Best Efforts. Subject to Upon the terms and subject to the conditions provided in of this Agreement, each of the parties shall hereto will use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power action, and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable consistent with applicable law to consummate and make effective in the most expeditious manner practicable the transactions contemplated by this Agreement that are dependent upon its actionshereby.

Appears in 6 contracts

Samples: Stock Purchase Agreement (Novacare Inc), Stock Purchase Agreement (Hanger Orthopedic Group Inc), Merger Agreement (Metropolitan Health Networks Inc)

Best Efforts. Subject to the terms and conditions provided in of this ------------ Agreement, each of the parties shall party will use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate the transactions contemplated by this Agreement that are dependent upon its actionsas promptly as practical.

Appears in 6 contracts

Samples: Agreement and Plan (Bay Commercial Services), Agreement and Plan of Reorganization (Greater Bay Bancorp), Agreement and Plan (Greater Bay Bancorp)

Best Efforts. Subject to the terms and conditions provided in this Agreementherein provided, each of the parties shall hereto agrees to use its best efforts in good faith to take take, or cause to be taken as promptly as practicable done, all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate and make effective the transactions contemplated by this Agreement. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement that are dependent upon its actionsshall take all such necessary action.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Global Secure Corp.), Agreement and Plan of Merger (9278 Communications Inc), Agreement and Plan of Merger (Infinite Technology Group LTD)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties shall party agrees to use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power action, and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things reasonably necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate and make effective the transactions contemplated by this Agreement that are dependent upon its actionsand the Ancillary Agreements. No party shall knowingly take any action in contravention of, or which is inconsistent with, the transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Transaction Agreement (CSX Corp), Transaction Agreement (Norfolk Southern Railway Co/Va), Transaction Agreement (Norfolk Southern Corp)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties shall will use its commercially reasonable best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power action, and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate and make effective as soon as practicable the transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 5 contracts

Samples: Exchange Agreement (Wellness Center USA, Inc.), Exchange Agreement (Wellness Center USA, Inc.), Exchange Agreement (Wellness Center USA, Inc.)

Best Efforts. Subject to Upon the terms and subject to the conditions provided in of this Agreement, each of the parties party shall use its reasonable best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power action, and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable consistent with applicable law to consummate and make effective in the most expeditious manner practicable the transactions contemplated by this Agreement that are dependent upon its actionshereby and in the Transaction Documents.

Appears in 4 contracts

Samples: Purchase Agreement (National Auto Credit Inc /De), Purchase Agreement (Craig Corp), Purchase Agreement (Reading Entertainment Inc)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties shall party will use its best efforts in good faith promptly to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate the transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Hollywood Park Inc/New/), Agreement and Plan of Merger (Casino Magic Corp), Agreement and Plan of Merger (Hollywood Park Inc/New/)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, ------------ each of the parties shall party will use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate the transactions contemplated by this Agreement that are dependent upon its actionsas promptly as practical.

Appears in 2 contracts

Samples: Agreement and Plan (Greater Bay Bancorp), Stock Purchase Agreement (Greater Bay Bancorp)

Best Efforts. Subject to the terms and ------------ conditions provided in of this Agreement, each of the parties shall party will use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate the transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ramsay Managed Care Inc), Agreement and Plan of Merger (Ramsay Health Care Inc)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties Parties shall use its their respective best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those of the conditions precedent to its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon its actions, including obtaining all necessary consents, authorizations, orders, approvals and waivers.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Mesa Laboratories Inc /Co), Asset Acquisition Agreement (Mesa Laboratories Inc /Co)

Best Efforts. Subject to Upon the terms and subject to the conditions provided and other agreements set forth in this Agreement, each of the parties shall Parties agrees to use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power actions, and to do, or cause to be fulfilled those conditions precedent done, and to its obligations or the obligations of assist and cooperate with the other parties Parties in doing, all things necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the Merger and the other transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Consumers Water Co), Agreement and Plan of Merger (Philadelphia Suburban Corp)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties shall party will use its reasonable best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate the transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Integrated Living Communities Inc), Agreement and Plan of Merger (Whitehall Street Real Estate Limited Partnership Vii)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties shall use its respective best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those of the conditions precedent to its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon its actions, including obtaining all necessary consents, authorizations, orders, approvals and waivers.

Appears in 2 contracts

Samples: Long Term Cooperation Agreement (Qiao Xing Universal Telephone Inc), Share Purchase Agreement (Qiao Xing Universal Telephone Inc)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties shall use its their respective best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within his or its power to cause to be fulfilled those of the conditions precedent to his or its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon his or its actions, including obtaining all necessary consents, authorizations, orders, approvals and waivers.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Preiss Byron Multimedia Co Inc), Stock Purchase Agreement (Preiss Byron Multimedia Co Inc)

AutoNDA by SimpleDocs

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties shall party will use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do, or cause to be fulfilled those conditions precedent to its obligations done all things necessary, proper or the obligations of the other parties advisable under applicable Laws to consummate the transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gold Kist Inc), Agreement and Plan of Merger (Golden Poultry Co Inc)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties shall use its their respective best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those each of the conditions precedent to its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon its actions, including obtaining all necessary consents, authorizations, orders, approvals and waivers.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Bec Group Inc), Stock Purchase Agreement (O Ray Holdings Inc)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties Parties shall use its reasonable best efforts in good faith to take promptly, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do promptly, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement that are dependent upon its actionshereby and to cause the conditions to the Merger to be satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Theglobe Com Inc), Agreement and Plan of Merger (Theglobe Com Inc)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties shall use its best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within his or its power to cause to be fulfilled those conditions precedent to his or its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon his or its actions.

Appears in 1 contract

Samples: Stock Purchase Agreement (Aphton Corp)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties Parties shall use its best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations or the obligations of the other parties Parties to consummate the transactions contemplated by this Agreement that are dependent upon its actions.

Appears in 1 contract

Samples: Merger Agreement (Neomedia Technologies Inc)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties shall use its best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations or the obligations of the other parties party to consummate the transactions contemplated by this Agreement that are dependent upon its actions.

Appears in 1 contract

Samples: Stock Purchase Agreement (American Racing Capital, Inc.)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties shall will use its best efforts in good faith to take take, or cause to be taken taken, all actions, and to do, or cause to be done, all things necessary, proper or desirable, or advisable under applicable laws, so as to permit consummation of the Issuance as promptly as practicable all reasonable actions that are within its power and otherwise to cause to be fulfilled those conditions precedent to its obligations or the obligations enable consummation of the other parties to consummate the transactions contemplated by this Agreement hereby and shall use commercially reasonable efforts to cooperate with the other party to that are dependent upon its actionsend.

Appears in 1 contract

Samples: Warrant Issuance Agreement (Ion Geophysical Corp)

Best Efforts. Subject to the terms and conditions provided in this AgreementAGREEMENT, each of the parties shall use its their respective best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those of the conditions precedent to its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement AGREEMENT that are dependent upon its actions, including obtaining all necessary consents, authorizations, orders, approvals and waivers.

Appears in 1 contract

Samples: Stock Purchase Agreement (Paragon Financial Corp)

Best Efforts. Subject to the terms and conditions provided in this Agreement, each of the parties Parties shall use its best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations or the obligations of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon its actions.

Appears in 1 contract

Samples: Share Exchange Agreement (Eyi Industries Inc.)

Best Efforts. Subject to the terms and conditions provided in provisions of this Agreement, each of the parties party shall use its reasonable best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations necessary, proper or the obligations of the other parties advisable to consummate the transactions contemplated by this Agreement that are dependent upon its actionsAgreement.

Appears in 1 contract

Samples: Agreement (Asset Capital Corporation, Inc.)

Best Efforts. Subject to Upon the terms and subject to the conditions provided set forth in this Agreement, each of the parties party shall use its best efforts in good faith to take take, or cause to be taken as promptly as practicable taken, all reasonable actions that are within its power and to do, or cause to be fulfilled those conditions precedent to its obligations done, all things necessary, proper or the obligations of the other parties advisable under applicable laws and regulations to consummate the transactions contemplated by this Agreement that are dependent upon its actionsas promptly as possible.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Universal Medical Systems Inc)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties shall Parties agrees to cooperate with the other and use its reasonable best efforts in good faith to take take, or cause to be taken taken, all actions, and to do, or cause to be done, all things necessary, proper or desirable, or advisable on its part under this Agreement or under applicable Rule to consummate and make effective the Merger and the other transactions contemplated hereby as promptly as practicable all reasonable actions that are within its power to cause to be fulfilled those conditions precedent to its obligations or practicable, including the obligations satisfaction of the other parties to consummate the transactions contemplated by this Agreement that are dependent upon its actionsconditions set forth in Article 8 hereof.

Appears in 1 contract

Samples: Agreement to Merge (Heritage Oaks Bancorp)

Best Efforts. Subject to the terms and conditions provided in of this Agreement, each of the parties Parties shall use its best efforts in good faith to take or cause to be taken as promptly as practicable all reasonable actions that are within its power control to cause to be fulfilled those actions upon which the conditions precedent to its obligations or the obligations of the other parties Party's obligations to consummate the transactions contemplated by this Agreement that are dependent upon dependent. Each of the Parties shall use its actions.best efforts to obtain all consents, approvals, exemptions, authorizations and shall give all of the notices described in Schedule 4.5 and

Appears in 1 contract

Samples: Asset Purchase Agreement

Time is Money Join Law Insider Premium to draft better contracts faster.