Commercial Efforts. CFFT will exercise its good faith commercial efforts to (i) develop and bring on its own account or through sublicensees, Collaboration Products to the market as soon as reasonably practicable, (ii) obtain regulatory approvals to market Collaboration Products, and (iii) after obtaining regulatory approvals for any Collaboration Products, launch Collaboration Products and promote and meet the market demand therefor.
Commercial Efforts. Sandoz will use Commercially Reasonable efforts to (i) market, distribute and sell both the Sandoz Product and the AG Product in the Territory during the Supply Term, and (ii) [*] Net Sales of both the Sandoz Product and the AG Product in the Territory during the Supply Term. Such Commercially Reasonable efforts will include pre-commercial AG Product launch activities to support the AG Product launch and beginning sales on the Triggering Event. Sandoz will provide Eagle an initial sales forecast from such Triggering Event through the end of the following calendar year thirty (30) days prior to the Triggering Event. Thereafter, Sandoz will provide Eagle with a fifteen (15) month sales forecast beginning with January 1 of the following year and a monthly sales forecast for the remaining months of the Supply Term for the AG Product sixty (60) days before the end of each calendar year.
Commercial Efforts. Subject to the terms and conditions of this Agreement, each party shall use all commercially reasonable efforts to cause the Closing to occur as promptly as practical following the date hereof.
Commercial Efforts. (a) Subject to the terms and conditions hereof, each of the parties shall use its respective reasonable best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective the Section 154 Order, the Merger and the other transactions contemplated by this Agreement.
Commercial Efforts. Journey will use Commercially Reasonable efforts to market and sell the Journey Products. Until a Third Party Launch occurs, Journey will conduct at least [***] Details with the Journey Products in P1 position during each year of this Agreement. Upon a Third Party Launch, the foregoing obligation to conduct minimum details shall terminate. Efforts of Affiliates shall be deemed efforts of Journey. Within 30 days after the last day of each calendar quarter, Journey will provide Blu with a quarterly report of Details that summarizes the number of Details conducted during the respective calendar quarter. The Details will be logged into a computer database that will record all interactions and capture prescriber signatures for samples. Details will be recorded within a reasonable time period of their occurrence. CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT BOTH (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. SUCH EXCLUDED INFORMATION HAS BEEN MARKED WITH “[***].
Commercial Efforts. Subject to the rights of the Parties hereunder, each of the Parties hereto shall use its commercially reasonable efforts to take all actions and to do all things (including obtaining necessary consents and Governmental Approvals) necessary in order to consummate the transactions contemplated by this Agreement (including satisfaction, but not waiver, of the Closing conditions set forth in Section 3.1, Section 3.2 or Section 3.3, as applicable). The Parties agree to cooperate with each other in connection with making any filing with or providing any notice to Governmental Authorities and obtaining any Governmental Approvals and consents deemed necessary to consummate the transactions contemplated hereby or any licenses, permits or other Governmental Approvals necessary to operate the Seismic Business after the Closing. Except with the prior written consent of Buyer Parent (in the case of action by Seller Parent or the Seller Owners) or Seller Parent (in the case of action by Buyer Parent or the Buyer Owners), each of the Parties hereunder shall use its commercially reasonable efforts to refrain from doing or omitting to do any act that would cause any of its representations or warranties made in this Agreement or any other Transaction Document not to be true and correct as if such representations and warranties were made immediately after such act or omission to act; provided, however, that nothing in this Section 6.2 shall be deemed for any purpose to require Buyer Parent or Seller Parent to refrain from taking or omitting to take any action necessary to comply with Applicable Law. The Parties agree that using their commercially reasonable best efforts shall not include initiating litigation, licensing any assets or divesting of assets other than cash in order to obtain any consents or Governmental Approvals. Buyer Parent shall pay all expenses incurred by Seller Parent or its Affiliates in connection with obtaining such Governmental Approvals.
Commercial Efforts. (a) Subject to the terms and conditions hereof, each of the parties shall use its respective reasonable best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective the Section 154 Order, the Merger and the other transactions contemplated by this Agreement. (b) In case at any time after the Closing Date, any further action is necessary or desirable to carry out the purposes of this Agreement, to validly appoint Purchaser as trustee of the Trust Accounts, to vest Purchaser with valid legal title to any of the Trust Assets or to otherwise enable Purchaser to lawfully administer the Non-objecting Trust Accounts, Partners Trust shall reasonably cooperate with Purchaser and shall take all such lawful and necessary action as may be reasonably required. Partners Trust shall promptly provide such information and reasonable assistance as may be requested by Purchaser in connection with the foregoing. (c) Seller agrees to assist Purchaser in the orderly transfer of trust administration business and conversion of the related data files and Records associated with the business and acknowledges that Purchaser may use a trust administration operating system different from its own. 6.2
Commercial Efforts. LICENSEE shall use commercially reasonable efforts to market, promote and sell Licensed HDR Products throughout the world.
Commercial Efforts. Subject to the terms and conditions herein provided, each of the Parties shall use commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, all things reasonably necessary, proper or advisable under applicable Legal Requirements to consummate and make effective the transactions contemplated by this Agreement (including the satisfaction, but not waiver, of the closing conditions set forth in Article VI). Following the Closing, the Parties shall cooperate reasonably with each other and with their respective representatives and agents in connection with any steps required to be taken as part of their respective obligations under this Agreement, and the Parties agree (i) to execute and deliver to each other such other documents and (ii) to do such other acts and things, all as the other Parties may reasonably request, for the purpose of carrying out the intent of this Agreement and the transactions contemplated hereby.
Commercial Efforts. (a) Subject to the terms and conditions hereof, each of the parties shall use its respective reasonable best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective the Section 154 Order, the Merger and the other transactions contemplated by this Agreement. (b) In case at any time after the Closing Date, any further action is necessary or desirable to carry out the purposes of this Agreement, to validly appoint Alliance as trustee of the Trust Accounts, to vest Alliance with valid legal title to any of the Trust Assets or to otherwise enable Alliance to administer the Non-objecting Trust Accounts, HSBC and Trust Company shall cooperate with Alliance and shall take all such lawful and necessary action as may be reasonably required. HSBC and Trust Company shall promptly provide such information and reasonable assistance as may be requested by Alliance in connection with the foregoing. (c) HSBC will use its reasonable best efforts to cause the Trust Accounts’ investments in common trust funds to be withdrawn from the common trust funds as soon as possible following issuance of the Section 154 Order and prior to the Closing Date. Any cash proceeds from such withdrawal shall be reinvested prior to the Closing Date in mutual funds suggested by Alliance and approved by HSBC’s Trust Investment Committee. (d) HSBC agrees to assist Alliance in the orderly transfer of trust administration business and conversion of the related data files and Records associated with the business and acknowledges that Alliance may use a trust administration operating system different from its own. In connection with the conversion, HSBC agrees to provide reasonable assistance and information to Alliance’s authorized agents and to provide reasonable assistance in trial runs of Alliance’s operating system. In the event that the parties mutually agree that it would be desirable to effect the Merger prior to the time when Alliance has concluded that a safe and sound conversion of the Trust Accounts to administrative systems selected by Alliance can be effected, the parties agree to negotiate in good faith a transitional services agreement whereby HSBC will agree to continue to provide the administrative services (but not perform fiduciary duties) with respect to the Trust Accounts until such time as the parties concur that such a safe and sound conversion is achievable. (e) HSBC will use it...
