Common use of Closing Efforts Clause in Contracts

Closing Efforts. Except as expressly contemplated by Section 6.6, each of the Parties shall use its commercially reasonable efforts to take all actions and to do all things necessary, proper or advisable to consummate the transactions contemplated by this Agreement, including using its commercially reasonable efforts to ensure that (a) each of their respective representations and warranties remain true and correct through the Closing Date and (b) the conditions to the obligations of the other Parties to consummate the Closing are satisfied.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Arc Wireless Solutions Inc)

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Closing Efforts. Except as expressly contemplated by Section 6.6Subject to the terms of this Agreement, each of the Parties shall use its their commercially reasonable efforts to take all actions and to do all things necessary, proper or advisable reasonably necessary in order to consummate and make effective the transactions contemplated by this AgreementTransactions (including satisfaction, including using its commercially reasonable efforts to ensure that (a) each of their respective representations and warranties remain true and correct through the Closing Date and (b) the conditions to the obligations but not waiver, of the other Parties to consummate the Closing are satisfiedclosing conditions set forth in Section 4.4 and Section 4.5).

Appears in 1 contract

Samples: Asset Purchase Agreement (XCel Brands, Inc.)

Closing Efforts. Except as expressly contemplated by Section 6.6, each Each of the Parties shall use its commercially reasonable efforts to take all actions perform its obligations under, and to do all things necessary, proper or advisable to consummate the transactions contemplated by by, this Agreement, including using its commercially reasonable efforts to ensure that cause (ai) each of their respective its representations and warranties to remain true and correct in all material respects through the Closing Date and (bii) the conditions set forth in Section 5.1 and the conditions to the obligations of the other Parties to consummate the Closing are Merger to be satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Exfo Electro Optical Engineering Inc)

Closing Efforts. Except as expressly contemplated by Section 6.6, each (a) Each of the Parties shall use its commercially reasonable efforts to take all actions and to do all things necessary, proper or advisable to consummate the transactions contemplated by this Agreement, including using its commercially reasonable efforts to ensure that (a) each of their respective representations and warranties remain true and correct through the Closing Date and (b) the conditions to the obligations of the other Parties to consummate the Closing Merger and the other Transactions are promptly satisfied. None of the Parties shall take any action that would reasonably be expected to delay or prevent the timely consummation of the Merger and the other Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Biovail Corp International)

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Closing Efforts. Except as expressly contemplated by Section 6.6, each Each of the Parties shall use its commercially reasonable efforts to take all actions and to do all things necessary, proper or advisable to consummate the transactions contemplated by this Agreement, including using its commercially reasonable efforts to ensure that (a) each of their respective representations and warranties remain true and correct through the Closing Date and (b) the conditions to the obligations of the other Parties to consummate the Closing are satisfied.

Appears in 1 contract

Samples: Stock Purchase Agreement (On Assignment Inc)

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