Commercially Reasonable Efforts. Subject to the terms and conditions herein provided and to applicable legal requirements, each of the parties hereto agrees to use its commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws and regulations to ensure that the conditions set forth in Article V hereof are satisfied.
Appears in 5 contracts
Samples: Notes and Warrant Purchase Agreement (Sheldahl Inc), Notes and Warrant Purchase Agreement (Sheldahl Inc), Subordinated Notes and Warrant Purchase Agreement (Sheldahl Inc)
Commercially Reasonable Efforts. Subject to Upon the terms and subject to the conditions herein provided and to applicable legal requirementshereof, each of the parties hereto agrees to use its commercially reasonable efforts to take, or cause to be taken, all appropriate action, and to do, do or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations make effective the transactions as contemplated by this Contribution Agreement and to ensure that cooperate in connection with the conditions set forth in Article V hereof are satisfied.foregoing, including commercially reasonable efforts:
Appears in 5 contracts
Samples: Contribution Agreement (Alliance Holdings GP, L.P.), Contribution Agreement (Hiland Holdings GP, LP), Contribution Agreement (Alliance Holdings GP, L.P.)
Commercially Reasonable Efforts. Subject to the terms and conditions herein provided and to applicable legal requirementshereof, each of the parties hereto agrees to use its commercially reasonable efforts consistent with applicable legal requirements to take, or cause to be taken, all action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, necessary or proper or and advisable under applicable laws and regulations to ensure that the conditions set forth in Article V VII hereof are satisfiedsatisfied and to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreement.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (RMH Teleservices Inc), Agreement and Plan of Merger (Nco Group Inc), Agreement and Plan of Merger (Nco Portfolio Management Inc)
Commercially Reasonable Efforts. Subject to (a) Upon the terms and subject to the conditions herein provided and to applicable legal requirementshereof, each of the parties hereto agrees to use its commercially reasonable efforts to take, or cause to be taken, all action, actions and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations to ensure that make effective the conditions set forth in Article V hereof are satisfiedtransactions contemplated by this Agreement.
Appears in 4 contracts
Samples: Asset Purchase Agreement (RMS Limited Partnership), Unit Purchase Agreement (Qwest Communications International Inc), Purchase Agreement (Qwest Communications International Inc)
Commercially Reasonable Efforts. Subject to the terms and conditions herein provided and to applicable legal requirementshereof, each of the parties hereto agrees to shall use its commercially reasonable efforts to take, or cause to be taken, all action, actions and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws and regulations to ensure that the conditions set forth in Article V hereof are satisfied.which
Appears in 2 contracts
Samples: Securities Purchase Agreement (Centex Construction Products Inc), Securities Purchase Agreement (Centex Corp)
Commercially Reasonable Efforts. Subject to the terms and conditions herein provided and to applicable legal requirementsprovided, each of the parties hereto agrees to use its commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or and advisable under applicable laws Law that are necessary to consummate and regulations to ensure that make effective the conditions set forth in Article V hereof are satisfiedtransactions contemplated by this Agreement and the Purchase Agreement, including, without limitation, obtaining debt financing for the Company.
Appears in 2 contracts
Samples: Contribution Agreement (Smithfield Foods Inc), Contribution Agreement (Smithfield Foods Inc)
Commercially Reasonable Efforts. Subject to the terms and conditions herein provided and to applicable legal requirementsprovided, each of the parties hereto agrees to use its commercially reasonable efforts consistent with applicable legal requirements to take, or cause to be taken, all action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, necessary or proper or and advisable under applicable laws and regulations to ensure that the conditions set forth in Article V III hereof are satisfiedsatisfied and to consummate and make effective, in the most expeditious manner reasonably practicable, the Merger and the other transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Braun Consulting Inc), Agreement and Plan of Merger (Fair Isaac Corp)
Commercially Reasonable Efforts. Subject to the terms and conditions herein provided and to applicable legal requirementsprovided, each of the parties hereto agrees to use its commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, and to assist and cooperate with the other parties party hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws and regulations to ensure that the conditions agreements set forth in Article V herein are complied with. In case at any time after the date hereof are satisfiedany further action is necessary or desirable to carry out the purposes of this Agreement, each party hereto shall take all such necessary action.
Appears in 2 contracts
Samples: Services Agreement (Pre Cell Solutions Inc/), Services Agreement (Pre Cell Solutions Inc/)
Commercially Reasonable Efforts. Subject to (a) Upon the terms and subject to the conditions herein provided and to applicable legal requirementshereof, each of the parties hereto agrees to use its commercially reasonable efforts to take, take or cause to be taken, taken all action, actions and to do, do or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, done all things necessary, proper or advisable under applicable laws to consummate the transfer of the Purchased Business and regulations the Transferred Assets and the transactions contemplated by this Agreement, the Seller Agreements and the Purchaser Agreements and shall use its commercially reasonable efforts to ensure that the conditions set forth in Article V hereof are satisfiedobtain all necessary waivers, consents and approvals and to effect all necessary registrations and filings.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Naviant Inc), Asset Purchase Agreement (Intelliquest Information Group Inc)
Commercially Reasonable Efforts. Subject to the terms and conditions set forth herein provided and to applicable legal requirements, each of the parties hereto agrees to shall cooperate and use its their respective commercially reasonable efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations to ensure that make effective, in the most expeditious manner practicable, the Contemplated Transactions, including the satisfaction of the respective conditions set forth in Article V hereof are satisfiedVI.
Appears in 2 contracts
Samples: Purchase Agreement (Bz Intermediate Holdings LLC), Stock Purchase Agreement (Sl Green Realty Corp)
Commercially Reasonable Efforts. Subject Except as otherwise set forth in Section 5.3, subject to the terms and conditions set forth herein provided and to applicable legal requirements, each of the parties hereto agrees to shall cooperate and use its their respective commercially reasonable efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations to ensure that make effective, in the most expeditious manner practicable, the Contemplated Transactions, including the satisfaction of the respective conditions set forth in Article V hereof are satisfiedVI.
Appears in 2 contracts
Samples: Transaction Agreement (PSP Family of Funds), Transaction Agreement (Congressional Effect Family of Funds)
Commercially Reasonable Efforts. Subject Except as otherwise set forth in Section 6.3, subject to the terms and conditions set forth herein provided and to applicable legal requirements, each of the parties hereto agrees to shall cooperate and use its their respective commercially reasonable efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations to ensure that make effective, in the most expeditious manner practicable, the Contemplated Transactions, including the satisfaction of their respective conditions set forth in Article V hereof are satisfiedVII.
Appears in 1 contract
Commercially Reasonable Efforts. Subject to Upon the terms and subject to the conditions herein provided and to applicable legal requirementshereof, each of the parties hereto agrees to shall use its all commercially reasonable efforts to take, or cause to be taken, all action, actions and to do, or cause to be done, and assist and cooperate with the all other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable to consummate and make effective as promptly as practicable the transactions contemplated by this Agreement and to otherwise satisfy or cause to be satisfied all conditions precedent to its obligations under applicable laws and regulations to ensure that the conditions set forth in Article V hereof are satisfiedthis Agreement.
Appears in 1 contract
Commercially Reasonable Efforts. Subject to the terms and conditions provisions herein provided and to applicable legal requirementsprovided, each of the parties hereto agrees to use its commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to fulfill the parties' obligations hereunder and regulations to ensure that consummate and make effective the conditions set forth in Article V hereof are satisfiedTransactions.
Appears in 1 contract
Commercially Reasonable Efforts. Subject to the terms and conditions herein provided set forth herein, and to applicable legal requirements, each of the parties hereto agrees to Parties shall cooperate and use its commercially reasonable efforts their respective Commercially Reasonable Efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, and assist and cooperate with the other parties hereto Parties in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations to ensure that make effective, in the most expeditious manner practicable, the transactions contemplated hereby, including the satisfaction of the conditions set forth in Article V hereof are satisfiedSection 2.8.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Quanex Building Products CORP)
Commercially Reasonable Efforts. Subject Except as otherwise set forth in Section 6.3, subject to the terms and conditions set forth herein provided and to applicable legal requirements, each of the parties hereto agrees to Parties shall cooperate and use its their respective commercially reasonable efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations to ensure that make effective, in the most expeditious manner practicable, the Contemplated Transactions, including the satisfaction of the respective conditions set forth in Article V hereof are satisfiedVII.
Appears in 1 contract
Commercially Reasonable Efforts. Subject to the terms and conditions herein provided and to applicable legal requirements, each of the parties hereto agrees to use its commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws and regulations to ensure that the conditions set forth in Article V hereof IV are satisfied.
Appears in 1 contract
Commercially Reasonable Efforts. Subject to the terms and conditions set forth herein provided and to applicable legal requirements, each of the parties hereto agrees to shall cooperate and use its their respective commercially reasonable efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations to ensure that make effective, in the conditions set forth in Article V hereof are satisfiedmost expeditious manner practicable, the Contemplated Transactions.
Appears in 1 contract
Samples: Asset Purchase Agreement (BigCommerce Holdings, Inc.)
Commercially Reasonable Efforts. Subject In addition to the terms and conditions herein provided and to applicable legal requirementsconsistent with Section 6(b) hereof, each of the parties hereto agrees to use its commercially reasonable commercial efforts to take, or cause to be taken, all actionactions, and to do, or cause to be done, and assist and cooperate with the other parties hereto in doing, as promptly as practicable, all things necessary, proper or advisable under and in compliance with applicable laws and regulations to ensure that consummate and make effective the conditions set forth in Article V hereof are satisfiedtransactions contemplated hereby as promptly and expeditiously as reasonably practicable.
Appears in 1 contract
Commercially Reasonable Efforts. Subject Except as otherwise set forth in Section 12.3, subject to the terms and conditions set forth herein provided and to applicable legal requirementsLaw, each of the parties hereto agrees to Parties shall cooperate and use its their respective commercially reasonable efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, and assist and cooperate with the other parties hereto Parties in doing, as promptly as practicable, all things necessary, proper or advisable under applicable laws to consummate and regulations to ensure that make effective, in the most expeditious manner practicable, the Contemplated Transactions, including the satisfaction of the respective conditions set forth in Article V hereof are satisfiedARTICLE XIII.
Appears in 1 contract
Samples: Share and Asset Purchase and Sale Agreement (Atmel Corp)