Consents and Approvals; Fulfillment of Conditions. Seller will use, and will cause the Company to use, its best efforts to (i) obtain all necessary consents and approvals of other persons and governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement and (ii) perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the Closing Date.
Consents and Approvals; Fulfillment of Conditions. Purchaser will use its best efforts to (i) obtain all necessary consents and approvals of other persons and governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement and (ii) perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by it prior to or at the Closing Date.
Consents and Approvals; Fulfillment of Conditions. The Company and the Buyer will use their reasonable efforts (i) to obtain all necessary consents and approvals of other persons and governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement, (ii) to obtain all other consents and novations necessary or advisable in connection with the transactions contemplated by this Agreement, and (iii) to perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the Closing Date. The Buyer agrees that the closing of the transactions contemplated by this Agreement is not conditioned upon the receipt of any required consent or approval to the assignment of any of the Contracts except as indicated on Schedule 7.3. The parties shall seek the consent of any required party to assignment or novation of the Contracts and if such consent to assignment or novation is not obtainable prior to Closing Date, the parties shall enter into the Agency Agreement with respect to such Contract and work on each such Contract shall be completed by the Buyer under the Agency Agreement until consent to assign such Contract is obtained. From time to time after the Closing Date (in intervals of no less than 30 days), as consents to assignments or novations are received, the Company shall deliver to the Buyer an assignment and assumption agreement substantially in the form of Exhibit A, until all of the Contracts have been duly assigned to the Buyer.
Consents and Approvals; Fulfillment of Conditions. The GMC and VG will use their reasonable efforts (a) to obtain all necessary consents and approvals of governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement, (b) to obtain all other consents necessary or advisable in connection with the transactions contemplated by this Agreement, including consents to the assignment of the Contracts, and (c) to perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the closing Date. All regulatory filings or consent payments shall be at VG's expense.
Consents and Approvals; Fulfillment of Conditions. The Seller and the Buyer will use their reasonable efforts (i) to obtain all necessary consents and approvals of other persons and governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement, (ii) to obtain all other consents and novations necessary or advisable in connection with the transactions contemplated by this Agreement, and (iii) to perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the Closing Date. From time to time after the Closing Date (in intervals of no less than 30 days), as consents to assignments or novations are received, the Buyer shall deliver to the Seller an assignment and assumption agreement substantially in the form of Exhibit A, until all Contracts have been duly assigned to the Buyer. All regulatory filings or consent payments shall be at the Buyer's expense.
Consents and Approvals; Fulfillment of Conditions. The Company and the Shareholders will use their reasonable best efforts to (i) obtain all necessary consents and approvals of other persons and governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement, (ii) to obtain all governmental consents and novations necessary in connection with the transactions contemplated by this Agreement with respect to the Client Contracts, and (iii) perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the Closing Date.
Consents and Approvals; Fulfillment of Conditions. Maxwxxx xxx Newco will use their reasonable best efforts to (i) obtain all necessary consents and approvals of other persons and governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement and (ii) perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the Closing Date.
Consents and Approvals; Fulfillment of Conditions. Prior to Closing, the Sellers will use their commercially reasonable efforts and will cause the Company to use commercially reasonable efforts to obtain all consents and approvals of other Persons and Governmental Entities required to be obtained in connection with the consummation of the transactions contemplated by this Agreement. The Buyer shall use commercially reasonable efforts and shall cooperate with the Sellers in obtaining such consents. The Sellers and the Buyer shall use commercially reasonable efforts to perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the Closing Date. The Sellers shall be responsible for any expenses and payments incurred in obtaining the AT&T consent and any other consent to the transactions contemplated by this Agreement that are required under any applicable contract of the Company or the Subsidiary; provided, however, that any expense or payment incurred with respect to (i) obtaining a consent under a contract with a Top 20 Customer, except AT&T, (ii) obtaining a consent under any real estate lease listed on Schedule 2.7(a)(iii) or (iii) any state or federal regulatory filings listed on Schedule 2.3 shall be at the Buyer’s expense.
Consents and Approvals; Fulfillment of Conditions. The Surviving Corporation and the Stockholders will use their reasonable best efforts to (i) obtain all necessary consents and approvals of other persons and governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement, (ii) obtain all governmental consents and novations necessary in connection with the transactions contemplated by this Agreement with respect to the Client Contracts, and (iii) perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the Closing Date.
Consents and Approvals; Fulfillment of Conditions. The Company and Newco will use their reasonable best efforts to (i) obtain all necessary consents and approvals of other persons and governmental and regulatory authorities to the consummation of the transactions contemplated by this Agreement and (ii) perform, comply with and fulfill all obligations, covenants and conditions required by this Agreement to be performed, complied with and fulfilled by them prior to or at the Closing Date.
