COMPLIANCE WITH THE HART-XXXXX XXX. All parties to this Agreement hereby recognize that one or more filings under the Hart-Xxxxx Xxx may be required in connection with the transactions contemplated herein. If it is determined by the parties to this Agreement that filings under the Hart-Xxxxx Xxx are required, then: (i) each of the parties hereto agrees to cooperate and use its best efforts to comply with the Hart-Xxxxx Xxx, (ii) such compliance by the Stockholders and the Company shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 9 of this Agreement, and such compliance by IES shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 8 of this Agreement, and (iii) the parties agree to cooperate and use their best efforts to cause all filings required under the Hart-Xxxxx Xxx to be made. If filings under the Hart-Xxxxx Xxx are required, the costs and expenses thereof (including filing fees) shall be borne by IES. The obligation of each party to consummate the transactions contemplated by this Agreement is subject to the expiration or termination of the waiting period under the Hart-Xxxxx Xxx, if applicable.
Appears in 16 contracts
Samples: Stock Purchase Agreement (Integrated Electrical Services Inc), Stock Purchase Agreement (Integrated Electrical Services Inc), Stock Purchase Agreement (Integrated Electrical Services Inc)
COMPLIANCE WITH THE HART-XXXXX XXX. All parties to this Agreement hereby recognize that one or more filings under the Hart-Xxxxx Xxx may be required in connection with the transactions contemplated herein. If it is determined by the parties to this Agreement that filings under the Hart-Xxxxx Xxx are required, then: (i) each of the parties hereto agrees to cooperate and use its best efforts to comply with the Hart-Xxxxx Xxx, (ii) such compliance by the Stockholders STOCKHOLDERS and the Company COMPANY shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 9 of this Agreement, and such compliance by IES MARINEMAX and NEWCO shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 8 of this Agreement, and (iii) the parties agree to cooperate and use their best efforts to cause all filings required under the Hart-Xxxxx Xxx to be made. If filings under the Hart-Xxxxx Xxx are required, the costs and expenses thereof (including filing fees) shall be borne by IES. The obligation of each party to consummate the transactions contemplated by this Agreement is subject to the expiration or termination of the waiting period under the Hart-Xxxxx Xxx, if applicableMARINEMAX.
Appears in 6 contracts
Samples: Agreement and Plan of Organization (Marinemax Inc), Merger Agreement (Marinemax Inc), Agreement and Plan of Organization (Marinemax Inc)
COMPLIANCE WITH THE HART-XXXXX XXX. All parties to this Agreement hereby recognize that one or more filings under the Hart-Xxxxx Xxx may be required in connection with the transactions contemplated herein. If it is determined by the parties to this Agreement that filings under the Hart-Xxxxx Xxx are required, then: (i) each of the parties hereto agrees to cooperate and use its best efforts to comply with the Hart-Xxxxx Xxx, (ii) such compliance by the Stockholders and the Company shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 9 8 of this Agreement, and such compliance by IES RV Centers shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 8 7 of this Agreement, and (iii) the parties agree to cooperate and use their best efforts to cause all filings required under the Hart-Hart- Xxxxx Xxx to be made. If filings under the Hart-Xxxxx Xxx are required, the costs and expenses thereof (including filing fees) shall be borne by IESRV Centers. The obligation of each party to consummate the transactions contemplated by in this Agreement is subject to the expiration or termination of the waiting period under the Hart-Xxxxx Xxx, if applicable.
Appears in 2 contracts
Samples: Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc)
COMPLIANCE WITH THE HART-XXXXX XXX. All parties to this Agreement hereby recognize that one or more filings under the Hart-Xxxxx Xxx may be required in connection with the transactions contemplated herein. If it is determined by the parties to this Agreement that filings under the Hart-Hart- Xxxxx Xxx are required, then: (i) each of the parties hereto agrees to cooperate and use its best efforts to comply with the Hart-Xxxxx Xxx, (ii) such compliance by the Stockholders and the Company shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 9 of this Agreement, and such compliance by IES CLC shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 8 of this Agreement, and (iii) the parties agree to cooperate and use their best efforts to cause all filings required under the Hart-Xxxxx Xxx to be made. If filings under the Hart-Xxxxx Xxx are required, the costs and expenses thereof (including filing fees) shall be borne by IESCLC. The obligation of each party to consummate the transactions contemplated by in this Agreement is subject to the expiration or termination of the waiting period under the Hart-Xxxxx Xxx, if applicable.
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COMPLIANCE WITH THE HART-XXXXX XXX. All parties to this Agreement hereby recognize that one or more filings under the Hart-Xxxxx Xxx may be required in connection with the transactions contemplated herein. If it is determined by the parties to this Agreement that filings under the Hart-Xxxxx Xxx are required, then: (i) each of the parties hereto agrees to cooperate and use its best efforts to comply with the Hart-Xxxxx Xxx, (ii) such compliance by the Stockholders and the Company shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 9 8 of this Agreement, and such compliance by IES RV Centers shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 8 7 of this Agreement, and (iii) the parties agree to cooperate and use their best efforts to cause all filings required under the Hart-Xxxxx Xxx to be made. If filings under the Hart-Xxxxx Xxx are required, the costs and expenses thereof (including filing fees) shall be borne by IESRV Centers. The obligation of each party to consummate the transactions contemplated by in this Agreement is subject to the expiration or termination of the waiting period under the Hart-Xxxxx Xxx, if applicable.
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COMPLIANCE WITH THE HART-XXXXX XXX. All parties to this Agreement hereby recognize that one or more filings under the Hart-Xxxxx Xxx may be required in connection with the transactions contemplated herein. If it is determined by the parties to this Agreement that filings under the Hart-Xxxxx Xxx are required, then: (i) each of the parties hereto agrees to cooperate and use its best efforts to comply with the Hart-Xxxxx Xxx, (ii) such compliance by the Stockholders and the Company shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 9 of this Agreement, and such compliance by IES Seller shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 8 of this Agreement, and such compliance by RV Centers shall be deemed a condition precedent in addition to the conditions precedent set forth in Section 7 of this Agreement, and (iii) the parties agree to cooperate and use their best efforts to cause all filings required under the Hart-Xxxxx Xxx to be made. If filings under the Hart-Xxxxx Xxx are required, the costs and expenses thereof (including filing fees) shall be borne by IESRV Centers. The obligation of each party to consummate the transactions contemplated by in this Agreement is subject to the expiration or termination of the waiting period under the Hart-Hart- Xxxxx Xxx, if applicable.
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