Common use of Commercially Reasonable Efforts; Notification Clause in Contracts

Commercially Reasonable Efforts; Notification. Subject to the terms and conditions of this Agreement, the parties shall (a) use all commercially reasonable efforts to cooperate with one another in (i) determining which filings are required to be made prior to the Redemption Date or the Sale Date with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Redemption Date or the Sale Date from, governmental or regulatory authorities of the United States, the several states and foreign jurisdictions and any third parties in connection with the transactions contemplated by this Agreement, and (ii) timely making all such filings and timely seeking all such consents, approvals, permits and authorizations; (b) use all commercially reasonable efforts to obtain in writing any consents required from third parties to effectuate the transactions contemplated by this Agreement, such consents to be in form reasonably satisfactory to the parties hereto; and (c) use all commercially reasonable efforts to take, or cause to be taken, all other action and do or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transactions contemplated by this Agreement. Prior to the Redemption Date and the Sale Date, as applicable, the parties hereto shall deliver to the others information supplementing or amending the representations and warranties set forth in Articles 9 and 10 of this Agreement to set forth the information relating to any event or circumstance arising after the date of this Agreement, in order to make such representations and warranties complete and accurate as of the date of such supplement or amendment.

Commercially Reasonable Efforts; Notification. (a) Subject to the terms and conditions of this Agreementherein provided, Vornado and the parties shall General Partners shall: (ai) use all commercially reasonable efforts to cooperate with one another in (iA) determining which filings are required to be made prior to the Redemption Date or the Sale Date Closing with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Redemption Date or the Sale Date Closing from, governmental or regulatory authorities of the United States, the several states and foreign jurisdictions Governmental Entities and any third parties in connection with the execution and delivery of this Agreement and the consummation of the Transaction and the other transactions contemplated by this Agreement, hereby and (iiB) timely making all such filings and timely seeking all such consents, approvals, permits and authorizations; (bii) use all commercially reasonable efforts to obtain in writing any consents required from third parties to effectuate the transactions contemplated by this AgreementTransaction, such consents to be in form reasonably satisfactory to Vornado and the parties heretoGeneral Partners; and (ciii) use all commercially reasonable efforts to take, or cause to be taken, all other action actions and do do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transactions contemplated by this AgreementTransaction. Prior to the Redemption Date and the Sale Date, as applicable, the parties hereto shall deliver to the others information supplementing or amending the representations and warranties set forth in Articles 9 and 10 of this Agreement to set forth the information relating to If at any event or circumstance arising time after the date Closing, any further action is necessary or desirable to carry out the purpose of this Agreement, in order to make such representations the proper officers and warranties complete and accurate as trustees of the date Company, and, where appropriate, the General Partners, shall take all such necessary or desirable action. (b) The General Partners shall give prompt notice to the Company and the Operating Partnership, and the Company and the Operating Partnership shall give prompt notice to the General Partners, of the failure by it to comply with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement; provided, however, that no such supplement notification shall affect the covenants or amendmentagreements of the parties or the conditions to the obligations of the parties under this Agreement.