Consents, Filings and Authorizations; Efforts to Consummate Sample Clauses

Consents, Filings and Authorizations; Efforts to Consummate. (a) As promptly as practicable after the date hereof, Purchaser and Seller shall make all filings and submissions under such Laws as are applicable to them or to their respective Affiliates and as may otherwise be required for them to consummate the Acquisition in accordance with the terms of this Agreement and shall consult with each other prior to such filing and shall not make any such filing or submission to which Seller or Purchaser, as the case may be, reasonably objects in writing. All such filings shall comply in form and content in all material respects with applicable Laws. Subject to the terms and conditions herein, each Party, without payment or further consideration, shall use its 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, Permits and Orders, to consummate and make effective, as soon as reasonably practicable, the Acquisition, including obtaining all required consents, whether private or governmental, required in connection with such Party’s performance of such transactions and each Party shall cooperate with the other in all of the foregoing.
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Consents, Filings and Authorizations; Efforts to Consummate. As promptly as practicable after the date hereof, Buyer and Seller shall make all filings and submissions under such laws as are applicable to them or to their respective affiliates and as may otherwise be required for them to consummate the transactions contemplated by this Agreement in accordance with the terms of this Agreement and shall consult with each other prior to such filing and shall not make any such filing or submission to which the Seller or Buyer, as the case may be, reasonably objects in writing. All such filings shall comply in form and content in all material respects with applicable laws. Subject to the terms and conditions herein, each party, without payment or further consideration, shall use commercially reasonable 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, to consummate and make effective, as soon as reasonably practicable, the transactions contemplated by this Agreement, including, but not limited to, obtaining all required consents, whether private or governmental, required in connection with such party’s performance of such transactions and each party shall cooperate with the other in all of the foregoing.
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Consents, Filings and Authorizations; Efforts to Consummate. (a) The Companies shall make all commercially reasonable efforts to obtain and deliver to Purchaser at the Closing consents from the relevant parties to the contracts or agreements set forth in Schedule 7.3(e).
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Consents, Filings and Authorizations; Efforts to Consummate. (a) As promptly as practicable after the date hereof, Purchaser and Sellers shall make all filings and submissions with Governmental Authorities as may be required for the consummation of the Acquisition in accordance with the terms of this Agreement. Purchaser and Sellers shall consult with each other prior to any such filing, and neither Purchaser, on the one hand, nor Sellers, on the other hand, shall make any such filing or submission to which the other Party or Parties, in the case of Sellers, reasonably objects in writing. All such filings shall comply in form and content in all material respects with applicable laws. Sellers shall exercise commercially reasonable efforts to obtain the consents, approvals and authorizations set forth on Schedule 3.1(d), as well as, where required, the written consents of the lessors under the Assumed Leases. Notwithstanding the foregoing, in obtaining any such consents (i) except as provided in Section 6.2(b), no Party hereto shall, or shall permit any of its Affiliates to, agree to any amendment of any agreement which materially changes the terms thereof or imposes any obligation or liability on another Party hereto without the prior written consent of such other party, and (ii) except as otherwise expressly provided by this Agreement, no Party hereto shall be obligated to execute any guarantees or undertakings or otherwise incur or assume any non-de minimis expense or liability in obtaining any such consents. Subject to the terms and conditions herein, without payment or further consideration, each Party shall 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: (i) to cause the conditions to the obligations of each Party to consummate the Acquisition to be satisfied as soon as reasonably practicable and (ii) under applicable laws, permits and orders, to consummate and make effective the Acquisition as soon as reasonably practicable.
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Consents, Filings and Authorizations; Efforts to Consummate. As promptly as practicable after the date hereof, the Purchaser and the Seller shall make all filings and submissions under such Laws as are applicable to them, as may be required for them to consummate the Acquisition in accordance with the terms of this Agreement and shall furnish copies thereof to each other party prior to such filing and shall not make any such filing or submission to which the Seller or the Purchaser, as the case may be, reasonably objects in writing. All such filings shall comply in form and content in all material respects with applicable Law. Subject to the terms and conditions herein, each party hereto, without payment or further consideration, shall use its 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, Permits and Orders, to consummate and make effective, as soon as reasonably practicable, the Acquisition, including
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Related to Consents, Filings and Authorizations; Efforts to Consummate

  • Consents and Authorizations Borrower has obtained all consents and authorizations required pursuant to its Contractual Obligations with any other Person, and shall have obtained all consents and authorizations of, and effected all notices to and filings with, any Governmental Authority, as may be necessary to allow Borrower to lawfully execute, deliver and perform its obligations under the Loan Documents.

  • Filings and Authorizations The parties hereto shall cooperate and use their respective best efforts to make, or cause to be made, all registrations, filings, applications and submissions, to give all notices and to obtain all governmental or other third party consents, transfers, approvals, Orders and waivers necessary or desirable for the consummation of the Contemplated Transactions in accordance with the terms of this Agreement including without limitation the preparation of any SEC Documents required to be filed with the SEC in connection with the transactions contemplated by this Agreement; and shall furnish copies thereof to each other party prior to such filing and shall not make any such registration, filing, application or submission to which Buyer or the Company, as the case may be, reasonably objects in writing. All such filings shall comply in form and content in all material respects with applicable Law. The parties hereto also agree to furnish each other with copies of such filings and any correspondence received from any Governmental Body in connection therewith.

  • Authorizations and Approvals Each Borrower shall promptly obtain, from time to time at its own expense, all such Governmental Approvals as may be required to enable such Borrower to comply with its obligations, under the Loan Documents and its Constituent Documents, and to conduct its business in the customary fashion.

  • Approvals and Authorizations Maintain all authorizations, consents, approvals and licenses from, exemptions of, and filings and registrations with, each Governmental Authority of the jurisdiction in which each Foreign Obligor is organized and existing, and all approvals and consents of each other Person in such jurisdiction, in each case that are required in connection with the Loan Documents.

  • Required Authorizations BUYER shall obtain and procure all necessary corporate and other approvals and authorizations, if any, required on its part to enable it to fully perform all obligations imposed on it hereunder which must be performed by it at or prior to the Closing.

  • Filings, Consents and Approvals The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.4 of this Agreement, (ii) the filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the listing of the Shares and Warrant Shares for trading thereon in the time and manner required thereby and (iv) such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

  • Authorization and Approvals No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority is required for the due execution, delivery and performance by the Borrower, the Parent, or any Guarantor of the Credit Documents to which it is a party or the consummation of the transactions contemplated thereby. At the time of each Borrowing, no authorization or approval or other action by, and no notice to or filing with, any Governmental Authority will be required for such Borrowing or the use of the proceeds of such Borrowing the absence of which could reasonably be expected to cause a Material Adverse Change.

  • Licenses and Authorizations All rights associated with the licenses, licensing agreements, permits, easements, registrations, domains, IP addresses and authorizations issued or granted to Seller by any governmental authority with respect to the operation of the Business, including, without limitation, those licenses and authorizations listed on Schedule 1.1(d) attached hereto, and all applications therefor, together with any renewals, extensions, or modifications thereof and additions thereto;

  • Required Consents and Approvals All required consents and approvals shall have been obtained and be in full force and effect with respect to the transactions contemplated hereby and from (a) all relevant Governmental Authorities; and (b) any other Person whose consent or approval the Administrative Agent deems necessary or appropriate to effect the transactions contemplated hereby.

  • Filings and Approvals Cooperate with the other in the preparation and filing, as soon as practicable, of (A) the Applications, (B) the Proxy Statement, (C) all other documents necessary to obtain any other approvals, consents, waivers and authorizations required to effect the completion of the Merger and the other transactions contemplated by this Agreement, and (D) all other documents contemplated by this Agreement;

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