Common use of Agreement to Cooperate; Further Assurances Clause in Contracts

Agreement to Cooperate; Further Assurances. Subject to the terms and conditions of this Agreement, each of the parties hereto shall use all reasonable best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including providing information and using reasonable best efforts to obtain all necessary or appropriate waivers, consents and approvals, and effecting all necessary registrations and filings; provided, however, that, without the prior written consent of Sunstone Parties, no party shall pay any cash or other consideration, make any commitments or incur any liability or other obligation in an aggregate amount in excess of $200,000 in connection with the obtaining of all consents required to effect the Transactions. In case at any time after the Closing Date any further action is necessary or desirable to transfer any of the Lessee and Management Equity pursuant to the terms of this Agreement, or to otherwise to carry out the terms of this Agreement, the parties hereto and their respective Affiliates shall execute such further documents (including assignments, acknowledgments and consents and other instruments of transfer) and shall take such further action as shall be necessary or desirable to effect such transfer and to otherwise carry out the terms of this Agreement, in each case to the extent not inconsistent with applicable law provided that Alter and Biedxxxxx xxx not required to make any payments thereby and are reimbursed for all expenses and costs incurred.

Agreement to Cooperate; Further Assurances. Subject to the terms and conditions of this Agreement, each of the parties hereto shall use all reasonable best efforts to take, or cause 42 38 to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including providing information and using reasonable best efforts to obtain all necessary or appropriate waivers, consents and approvals, and effecting all necessary registrations and filings; provided, however, that, without the prior written consent of Sunstone PartiesWestxxxxx XXX, no party shall pay any cash or other consideration, make any commitments or incur any liability or other obligation in an aggregate amount in excess of $200,000 in connection with the obtaining of all consents required to effect the Transactions. In case at any time after the Closing Date any further action is necessary or desirable to transfer any of the Lessee and Management Equity Assets, Basis Assets, Sunstone Stock or OP Units pursuant to the terms of this Agreement, or to otherwise to carry out the terms of this Agreement, the parties hereto and their respective Affiliates shall execute such further documents (including assignments, acknowledgments and consents and other instruments of transfer) and shall take such further action as shall be necessary or desirable to effect such transfer and to otherwise carry out the terms of this Agreement, in each case to the extent not inconsistent with applicable law provided that Alter Alter, Management and Biedxxxxx xxx Management Sub are not required to make any payments thereby and are reimbursed for all expenses and costs incurred.

Agreement to Cooperate; Further Assurances. Subject to the terms and conditions of this Agreement, each of the parties hereto shall use all reasonable best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including providing information and using reasonable best efforts to obtain all necessary or appropriate waivers, consents and approvals, and effecting all necessary registrations and filings; provided, however, that, without the prior written consent of Sunstone PartiesXxxxxxxxx LLC, no party shall pay any cash or other consideration, make any commitments or incur any liability or other obligation in an aggregate amount in excess of $200,000 in connection with the obtaining of all consents required to effect the Transactions. In case at any time after the Closing Date any further action is necessary or desirable to transfer any of the Lessee and Management Equity Assets, Basis Assets, Sunstone Stock or OP Units pursuant to the terms of this Agreement, or to otherwise to carry out the terms of this Agreement, the parties hereto and their respective Affiliates shall execute such further documents (including assignments, acknowledgments and consents and other instruments of transfer) and shall take such further action as shall be necessary or desirable to effect such transfer and to otherwise carry out the terms of this Agreement, in each case to the extent not inconsistent with applicable law provided that Alter Alter, Management and Biedxxxxx xxx Management Sub are not required to make any payments thereby and are reimbursed for all expenses and costs incurred.

Agreement to Cooperate; Further Assurances. Subject to the terms and conditions of this Agreement, each of the parties hereto shall use all reasonable best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactionstransactions contemplated by this Agreement, including providing information and using reasonable best efforts to obtain all necessary or appropriate waivers, consents and approvals, and effecting all necessary registrations and filings; providedPROVIDED, however, that, without that notwithstanding anything to the prior written consent of Sunstone Partiescontrary in this Agreement, no party nor any of their Affiliates shall pay any cash or other consideration, be required to make any commitments disposition, including, without limitation, any disposition of, or incur any liability agreement to hold separate, any subsidiary, asset or other obligation in an aggregate amount in excess business, and no party hereto nor any of $200,000 in connection with the obtaining of all consents their Affiliates shall be required to make any payments of money nor shall any party or its Affiliates be required to comply with any condition or undertaking or take any action which, individually or in the aggregate, would materially adversely affect the economic benefits to such party of the transactions contemplated hereby and by the Implementing Agreements, taken as a whole or adversely effect the Transactionsany other business of such party or its Affiliates. In case at any time after the Closing Date any further action is necessary or desirable to transfer any of the Lessee and Management Equity pursuant Snap! Assets to the terms LLC (including obtaining any third party consents), to effect the assumption by the LLC of this Agreement, the Assumed Liabilities or to otherwise to carry out the terms purposes of this Agreement, the proper officers and directors of the parties hereto hereto, of the LLC and their respective Affiliates shall execute such further documents (including assignments, acknowledgments acknowledgements and consents and other instruments of transfer) and shall take such further action as shall be necessary or desirable to effect such transfer and to otherwise carry out the terms purposes of this Agreement, in each case to the extent not inconsistent with applicable law provided that Alter and Biedxxxxx xxx not required to make any payments thereby and are reimbursed for all expenses and costs incurredlaw.