Common use of Agreement as to Efforts to Consummate Clause in Contracts

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Gulf South Medical Supply Inc), Merger Agreement (Gulf South Medical Supply Inc)

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Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including including, which limitation, using its commercially reasonable best efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions applicable to such Party referred to in Article 99 hereof; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable best efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization and Merger (LSB Bancshares Inc /Nc/), Agreement and Plan of Reorganization and Merger (LSB Bancshares Inc /Nc/)

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effectiveLaws, as soon promptly as reasonably practicable after so as to permit consummation of the Merger at the earliest possible date and to otherwise enable consummation of this Agreement, the transactions contemplated by this Agreementhereby and shall cooperate fully with the other Party hereto to that end, including including, without limitation, using its commercially reasonable best efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9; provided, that nothing herein shall preclude either Party from exercising its rights under 9 of this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable best efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Brainworks Ventures Inc), Merger Agreement (Verso Technologies Inc)

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party party agrees to use, and to cause its Subsidiaries subsidiaries to use, its commercially reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including using its commercially reasonable best efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 911; provided, that nothing herein shall preclude either Party party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party party shall use, and shall cause each of its Subsidiaries subsidiaries to use, its commercially reasonable best efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement. Any withdrawal or modification of its recommendation about approval of the Merger by the HeadXxxxxx.XXX Xxxrd of Directors pursuant to Section 8.6(c) hereof shall not be deemed to violate or breach this Section 9.5.

Appears in 2 contracts

Samples: Merger Agreement (Headhunter Net Inc), Merger Agreement (Headhunter Net Inc)

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 99 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or Agreement. The Parties shall cooperate and take all reasonable effort to prevent Regions from becoming an interstate multiple savings and loan holding company as a result of the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicableMerger. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Regions Financial Corp)

Agreement as to Efforts to Consummate. No Party shall take, or ----------------------------------------- cause to be taken, any action which may reasonably be foreseen as delaying or otherwise adversely impacting consummation of the transactions contemplated by this Agreement. Subject to the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, proper or advisable under applicable Laws to consummate and make effectiveLaws, as soon promptly as reasonably practicable after the date so as to permit consummation of this Agreement, the transactions contemplated by this Agreementhereby during the third or fourth quarter of 2003 and shall cooperate fully with the other Parties hereto to that end, including including, without limitation, using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9; provided, that nothing herein shall preclude either Party from exercising its rights under 9 of this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Community Capital Bancshares Inc)

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this AgreementAgreement (but no sooner than October 1, 2002), the transactions contemplated by this Agreement, including including, without limitation, using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions applicable to such party referred to in Article 98 of this Agreement; provided, however, that nothing herein shall preclude either Party party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Gray Communications Systems Inc /Ga/)

Agreement as to Efforts to Consummate. Subject to ------------------------------------- the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including including, without limitation, using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 99 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Twin City Bancorp Inc)

Agreement as to Efforts to Consummate. Subject to ------------------------------------- the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including including, without limitation, using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 99 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Jefferson Savings Bancorp Inc)

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated 25 30 by this Agreement, including including, without limitation, using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 99 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Union Planters Corp)

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Agreement as to Efforts to Consummate. Subject to the terms and ------------------------------------- conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Physician Sales & Service Inc /Fl/)

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including including, without limitation, using its commercially reasonable efforts to lift obtain the lifting or rescind rescission of any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 99 of this Agreement; provided, that nothing herein shall preclude either Party party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain as promptly as practicable all material Consents of Regulatory Authorities or, in the case of Enterprise, those Consents identified on Section 5.2(c) of the Enterprise Disclosure Memorandum necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (NBC Capital Corp)

Agreement as to Efforts to Consummate. Subject to the terms ------------------------------------- and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 910; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Premiere Technologies Inc)

Agreement as to Efforts to Consummate. Subject to the terms and --------------------------------------- conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Premiere Technologies Inc)

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially their respective reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 99 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or the GSMS Stock Option Agreement or the PSS Stock Option Agreement, as applicable. Each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this AgreementAgreement on or prior to March 15, 1997. The Parties shall deliver to each other, copies of all filings, correspondence and orders to and from all Regulatory Authorities in connection with the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Citi Bancshares Inc)

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use, and to cause its Subsidiaries to use, its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws to consummate and make effective, as soon as reasonably practicable after the date of this Agreement, the transactions contemplated by this Agreement, including including, without limitation, using its commercially reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 99 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement or Agreement. Subject to the GSMS Stock Option Agreement or the PSS Stock Option terms and conditions of this Agreement, as applicable. Each each Party shall use, and shall cause each of its Subsidiaries to use, its commercially reasonable efforts to obtain as promptly as practicable all material Consents necessary or desirable (in the good faith judgment of the Board of Directors of such Party) for the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Park Meridian Financial Corp)

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