Common use of Further Action; Consents; Filings Clause in Contracts

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law to consummate the Transactions, (ii) obtain from Governmental Authorities and any third parties, as may be necessary, any consents, Licenses, permits, waivers, approvals, authorizations, orders or estoppel certificates required to be obtained or made by the Purchaser or the Company or any of their Subsidiaries in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions and (iii) make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement and the Transactions that are required under any applicable Law. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to (ia) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law or otherwise to consummate and make effective the TransactionsMerger and the other transactions contemplated by this Agreement, (iib) obtain from Governmental Authorities and any third parties, as may be necessary, parties any consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser Parent or the Company or any of their Subsidiaries subsidiaries in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions Merger and the other transactions contemplated by this Agreement and (iiic) make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement Agreement, the Merger and the Transactions that are other transactions contemplated by this Agreement required under any other applicable Law. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto Seller and Purchaser shall use its commercially reasonable best efforts to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law to consummate the Transactions, (ii) obtain from the requisite Governmental Authorities and any third parties, as may be necessary, Entities any consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser or the Company or any of their Subsidiaries in connection with the authorization, execution and delivery consummation of the transactions contemplated by this Agreement and the consummation of the Transactions and (iiiii) make all necessary filings, and thereafter make any other required advisable submissions, with respect to this Agreement and the Transactions that are transactions contemplated by this Agreement required under any applicable LawGovernmental Rules. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such non-confidential documents to the nonfiling other party hereto and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith. Seller and Purchaser each shall furnish all information required for any application or other filing to be made pursuant to the rules and regulations of any applicable Governmental Rules in connection with the transactions contemplated by this Agreement.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law or otherwise to consummate and make effective the TransactionsMerger and the other transactions contemplated by this Agreement, (ii) obtain from Governmental Authorities and any third parties, as may be necessary, Entities any consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser Parent or the Company or any of their Subsidiaries subsidiaries in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions Merger and the other transactions contemplated by this Agreement and (iii) make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement Agreement, the Merger and the Transactions other transactions contemplated by this Agreement that are required under (A) the Exchange Act and the Securities Act and any other applicable federal or state securities laws, (B) the HSR Act and foreign antitrust regulations, if any, applicable to the Merger and the other transactions contemplated hereunder and (C) any other applicable Law. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law or otherwise to consummate and make effective the TransactionsMerger and the other transactions contemplated by this Agreement, (ii) obtain from Governmental Authorities and any third parties, as may be necessary, Entities any consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser or the Company or any of their Subsidiaries the parties hereto in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions Merger and the other transactions contemplated by this Agreement and (iii) make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement Agreement, the Merger and the Transactions that are other transactions contemplated by this Agreement required under any applicable Law. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts efforts: (1) to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law or otherwise to consummate and make effective the Transactions, Merger and the other transactions contemplated by this Agreement; (ii2) to obtain from Governmental Authorities Entities and any third parties, as may be necessary, parties any consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser or Parent, the Company or any of their the Company's Subsidiaries in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions Merger and the other transactions contemplated by this Agreement; and (iii3) to make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement Agreement, the Merger and the Transactions other transactions contemplated by this Agreement that are required under (A) the Exchange Act and the Securities Act and any other applicable federal or state securities laws, (B) the HSR Act and foreign antitrust regulations, if any, applicable to the Merger and the other transactions contemplated hereunder and (C) any other applicable Law. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its commercially reasonable best efforts to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law or otherwise to consummate and make effective the Transactions, (ii) obtain from Governmental Authorities and any third parties, as may be necessary, any consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser Parent or the Company or any of their Subsidiaries subsidiaries in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions and Transactions, (iii) make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement and or the Transactions that are required under any applicable Law. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best commercial efforts to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable reasonably necessary under applicable Law or otherwise to consummate and make effective the TransactionsMerger, (ii) obtain from any Governmental Authorities and Entity or any third parties, as may be necessary, any other person all consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser Parent or the Company or any of their Subsidiaries subsidiaries in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions Merger and (iii) make all necessary filings, and thereafter make any other required submissionssubmission, with respect to this Agreement and the Transactions that are Merger required under any applicable Law. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law to consummate the Transactionstransactions contemplated by this Agreement, (ii) obtain from Governmental Authorities and any third parties, as may be necessary, any consents, Licenseslicenses, permits, waivers, approvals, authorizations, orders or estoppel certificates required to be obtained or made by the Purchaser or the Company or any of their Subsidiaries in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions transactions contemplated hereby and (iii) make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement and the Transactions transactions contemplated hereby that are required under any applicable Law. The parties hereto shall cooperate with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its all reasonable best efforts to (i) take, or cause to be taken, all appropriate action action, and do, or cause to be done, all things necessary, proper or advisable under applicable Law law or otherwise to consummate and make effective the TransactionsMerger, (ii) obtain from Governmental Authorities and any third parties, as may be necessary, Entities any consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser or Parent, Merger Sub, the Company or any of their Subsidiaries the Surviving Corporation in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions Merger and (iii) make all necessary filings, and thereafter make any other required or appropriate submissions, with respect to this Agreement and the Transactions that are Merger required under any applicable Law. The parties hereto shall cooperate and consult with each other in connection with the making of all such filings, including by providing copies of all such documents to the nonfiling party parties and its their advisors prior to filing, and none of the parties shall file any such document if any of the other parties shall have reasonably objected to the filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewithof such document.

Further Action; Consents; Filings. (a) Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to (i) take, or cause to be taken, all appropriate action and do, or cause to be done, all things necessary, proper or advisable under applicable Law or otherwise to consummate and make effective the Transactions, (ii) subject to Section 5.17, obtain from Governmental Authorities and any third parties, as may be necessary, any consents, Licenseslicenses, permits, waivers, approvals, authorizations, authorizations or orders or estoppel certificates required to be obtained or made by the Purchaser or the Company or any of their its Subsidiaries in connection with the authorization, execution and delivery of this Agreement and the consummation of the Transactions and (iii) make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement and the Transactions that are required under any applicable Law. The parties hereto shall cooperate with each other in connection with the timely making of all such filings, including by providing copies of all such documents to the nonfiling party and its advisors prior to filing and, if requested, by accepting all reasonable additions, deletions or changes suggested in connection therewith.