Common use of Taking of Necessary Action; Further Action Clause in Contracts

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or the Surviving Entity with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub and Second Merger Sub, the officers and directors of Purchaser, the Company, First Merger Sub and Second Merger Sub are fully authorized in the name of their respective entities to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or following the Surviving Entity Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub SPAC and Second Merger Sub, the officers officers, directors, managers and directors members, as applicable, (or their designees) of PurchaserSPAC, the Company, First Merger Sub and Second Merger Sub the Company are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Purchaser Surviving Subsidiary and Company or the Surviving Entity Subsidiary with full right, title and possession to all assets, property, rights, agreements, privileges, powers and franchises of Purchaser, the Company, First Purchaser Merger Sub and Second Company Merger Sub, respectively, the then current officers and directors of PurchaserPurchaser Surviving Subsidiary, the Company, First Merger Sub Company Surviving Subsidiary and Second Merger Sub are fully authorized in the name of their respective entities to take, and will take, Pubco shall take all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or following the Surviving Entity Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub SPAC and Second Merger Sub, the officers officers, directors, managers and directors members, as applicable, (or their designees) of PurchaserSPAC, Merger Sub, Newco and the Company, First Merger Sub and Second Merger Sub Target are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the First Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or Entity following the Surviving Entity Mergers with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub and Second Merger SubSub II, the officers and directors or members, as applicable, (or their designees) of Purchaser, the Company, First Merger Sub and Second Merger Sub II are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Merger Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Merger Surviving Company or following the Surviving Entity Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub SPAC and Second Merger Sub, the officers and directors or members, as applicable (or their designees) of Purchaser, the Company, First Merger Sub and Second Merger Sub Surviving Company are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the respective Surviving Company or the Surviving Entity Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub Omega and Second Omega Merger Sub, on the one hand, and Online and Online Merger Sub, on the other hand, the officers and directors of PurchaserOmega, the CompanyOnline, First Newco and Merger Sub and Second Merger Sub Subs are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this AgreementAgreement and provided that any action taken by Merger subs must be duly authorized by Newco.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or the Surviving Entity with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub Company and Second Merger Sub, the officers and directors of Purchaser, the Company, First Company and Merger Sub and Second Merger Sub are fully authorized in the name of their respective entities to take, and will take, take all such lawful and necessary action, so long as such action is not inconsistent consistent with this Agreement. Parent shall cause Merger Sub to perform fully all of its obligations relating to this Agreement and the transactions contemplated hereby.

Taking of Necessary Action; Further Action. If, at any time after the Effective TimeTime or Subsequent Effective Time (as applicable), any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or the Surviving Entity with full right, title and interest in, to and under, and/or possession to of, all assets, property, rights, privileges, powers and franchises of PurchaserMerger Sub, the Company, First Merger Sub 2 and Second Merger SubHoldco, the officers and directors of PurchaserMerger Sub, the Company, First Merger Sub 2 and Second Merger Sub Holdco (as applicable) are fully authorized in the name of their respective entities exempted companies or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, If at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest (a) the Surviving Company or the Surviving Entity Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Company and MergerSub or (b) the Sellers with the Merger Sub Consideration as described in Sections 2.6 and Second Merger Sub2.7, the officers and directors of Purchaser, the Company, First Merger Sub Purchaser and Second Merger Sub MergerSub are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or Corporation following the First Merger and the Surviving Entity following the Second Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Company and the Merger Sub and Second Merger SubSubs, the officers and directors or members (as applicable) of Purchaser, the Company, First Company and the Merger Sub and Second Merger Sub Subs are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time or the Second Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or Corporation following the First Merger and the Surviving Entity following the Second Merger with full right, title and possession to all assets, property, rights, privileges, privileges and powers and franchises of Purchaser, the Company, First Merger Sub and Second Merger Sub, the officers and directors (or their designees) of Purchaser, the Company, First Merger Sub and Second Merger Sub are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time and from time to time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or in the Surviving Entity with or its successor full right, title and possession to of all assets, propertyproperties, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub Company and Second Merger Sub, the officers and directors of Purchaser, the Company, First Merger Sub Surviving Entity (or of its successor) shall be and Second Merger Sub are fully authorized and directed, in the name of their respective entities and on behalf of each of the Company and Merger Sub, to take, and will takeor to cause to be taken, all such lawful and necessary action, so long action as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or following the Surviving Entity Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub SPAC and Second Merger Sub, the officers officers, directors, managers and directors members, as applicable, (or their designees) of PurchaserSPAC, the Company, First Merger Sub and Second Merger Sub the Target are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective TimeClosing, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or the Surviving Entity with full right, title and interest in, to and under, or possession to of, all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub and Second Merger SubSub II, the officers and directors managers of Purchaser, the Company, First Merger Sub and Second Merger Sub Surviving Entity are fully authorized in the name and on behalf of their respective entities the Company, Merger Sub and Merger Sub II, to take, and will take, take all lawful action necessary or desirable to accomplish such lawful and necessary actionpurpose or acts, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or Entity following the Surviving Entity Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub I and Second Merger SubSub II, the officers and directors or members, as applicable, (or their designees) of Purchaser, the Company, First Merger Sub I and Second Merger Sub II are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company Corporations or the Surviving Entity Company with full right, title and possession to all assets, property, rights, privileges, powers and franchises of PurchaserConsonus and STI, as the Company, First Merger Sub and Second Merger Subcase may be, the officers and directors of Purchaser, the Company, First Consonus, STI and the Merger Sub and Second Merger Sub Subs are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or the Surviving Entity Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of Purchaser, the Company, First Merger Sub Seller and Second Merger Sub, and to vest the Buyer Common Stock contemplated hereby in the Seller Stockholders, the officers and directors of Purchaser, the Company, First Merger Sub Seller and Second Merger Sub are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent consistent with this Agreement.

Taking of Necessary Action; Further Action. If, If at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company or the Surviving Entity with full right, title and possession to all assets, property, rights, privileges, powers and franchises of PurchaserTarget, Parent, Merger Sub, and the CompanySurviving Entity and the officers, First directors and managers of Parent, Merger Sub and Second Merger Sub, the officers and directors of Purchaser, the Company, First Merger Sub and Second Merger Sub Surviving Entity are fully authorized in the name of their respective entities corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Acquiror Surviving Subsidiary and Company or the Surviving Entity Subsidiary with full right, title and possession to all assets, property, rights, agreements, privileges, powers and franchises of Purchaser, the Company, First Acquiror Merger Sub and Second Company Merger Sub, respectively, the then current officers and directors of PurchaserAcquiror Surviving Subsidiary, the Company, First Merger Sub and Second Merger Sub are fully authorized in the name of their respective entities to takeCompany Surviving Subsidiary, and will take, Holdings shall take all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.