Common use of Governmental Approvals and Other Third-Party Consents Clause in Contracts

Governmental Approvals and Other Third-Party Consents. (a) Each Party hereto shall, as promptly as possible, use its reasonable best efforts to obtain, or cause to be obtained, all consents, authorizations, orders and approvals from all Governmental Authorities and other third parties that may be or become necessary for its execution and delivery of this Agreement and the performance of its obligations pursuant to this Agreement. Each Party shall reasonably cooperate with the other Party and its Affiliates in promptly seeking to obtain all such consents, authorizations, orders and approvals. The Parties hereto shall not willfully take any action that will have the effect of delaying, impairing or impeding the receipt of any required consents, authorizations, orders and approvals. Each Party acknowledges and agrees that it has independently determined, based on the information available to it and with the advice of its own legal counsel, that no filing or notification pursuant to the HSR Act is required with respect to the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Preferred Equity Investment Agreement (Mack Cali Realty L P), Shared Services Agreement (Mack Cali Realty L P)

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Governmental Approvals and Other Third-Party Consents. (a) Each From the Effective Date until the Closing, each Party hereto shall, as promptly as possible, use its commercially reasonable best efforts to obtain, or cause to be obtained, all consents, authorizations, orders and approvals from all Governmental Authorities and other third parties that may be or become necessary for its execution and delivery of this Agreement Agreement, the consummation of the Transactions and the performance of its obligations pursuant to this Agreement. Each Party shall reasonably cooperate with the each other Party and its their respective Affiliates in promptly seeking to obtain all such consents, authorizations, orders and approvals. If required by the HSR Act, each Party agrees to supply as promptly as practicable to the appropriate Governmental Authority any information and documentary material that may be required pursuant to the HSR Act. The Parties hereto shall not willfully take any action that will have the effect of delaying, impairing or impeding the receipt of any required consents, authorizations, orders and approvals. Each Party acknowledges and agrees that it has independently determined, based on the information available to it and with the advice of its own legal counsel, that no filing or notification pursuant to the HSR Act is required with respect to the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Vse Corp)

Governmental Approvals and Other Third-Party Consents. (a) Each Party party hereto shall, as promptly as possible, use its commercially reasonable best efforts to obtain, or cause to be obtained, all consents, authorizations, orders and approvals from all Governmental Authorities and other third parties that may be or become necessary for its execution and delivery of this Agreement and the performance of its obligations pursuant to this Agreement. Each Party party shall reasonably cooperate fully with the other Party party and its Affiliates in promptly seeking to obtain all such consents, authorizations, orders and approvals. The Parties parties hereto shall not willfully take any action that will have the effect of delaying, impairing or impeding the receipt of any required consents, authorizations, orders and approvals. Each Party acknowledges In furtherance of the foregoing, each party hereto agrees to supply as promptly as practicable to the appropriate Governmental Authority any additional information and agrees documentary material that it has independently determined, based on the information available to it and with the advice of its own legal counsel, that no filing or notification may be requested pursuant to the HSR Act is required with respect to the Notification and Report Form filed by the parties pursuant to the HSR Act regarding the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Balchem Corp)

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Governmental Approvals and Other Third-Party Consents. (a) Each Party party hereto shall, as promptly as possible, use its reasonable best efforts to obtain, or cause to be obtained, all consents, authorizations, orders and approvals from all Governmental Authorities and other third parties that may be or become necessary for its execution and delivery of this Agreement and the performance of its obligations pursuant to this AgreementAgreement and the other Transaction Documents. Each Party party shall reasonably cooperate with the other Party party and its Affiliates in promptly seeking to obtain all such consents, authorizations, orders and approvals. The Parties hereto shall not willfully take any action that will have the effect of delaying, impairing or impeding the receipt of any required consents, authorizations, orders and approvals. Each Party acknowledges Buyer and agrees Seller agree that it has independently determined, based on the information available to it each party hereto will bear fifty percent (50%) of all filing fees and other costs incurred in connection with the advice of its own legal counsel, that no filing or compliance with notification pursuant to and reporting requirements under the HSR Act is required with respect to the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset and Equity Purchase Agreement (Asure Software Inc)

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