Consents Generally Clause Samples

Consents Generally. Each of the Company and Parent ------------------ will (and will cause its Subsidiaries to) use their reasonable best efforts (without being required to make any payment not specifically required by the terms of any related contract law or agree to any material modification or waiver of any term of any contract or any other right) to (a) obtain or cause to be obtained prior to the Closing all Consents, and (b) cause each Consent to be effective as of the time of the Closing (whether it is granted or entered into prior to or after the Closing).

Consents Generally. (a) In furtherance and not in limitation of Section 5.5 and Section 5.8, each party shall use all reasonable best efforts to promptly prepare and file all necessary documentation, to effect all applications, notices, petitions and filings, and to obtain as promptly as practicable all Consents of all third parties and Governmental Entities required to be filed, effected or obtained by it or that are otherwise necessary or advisable for either of them to consummate the Transactions; provided, however, that (i) no party shall be required to make any payment to obtain any Consent from a third party (other than a Governmental Entity) and (ii) Seller shall not permit any Seller Entity to agree orally or in writing to any amendments to any Contract, to any concessions in any commercial arrangements or to any loss of rights (whether to have effect prior to or after the Closing), in each case, in connection with obtaining any Consents from any private third-party or Governmental Entity without obtaining the prior written consent of Buyer, which consent shall not be unreasonably withheld or delayed. (b) The parties hereto shall coordinate and cooperate with one another in exchanging and providing such information to each other and in making the filings and requests referred to in paragraph (a) above. The parties hereto shall supply such reasonable assistance as may be reasonably requested by any other party hereto in connection with the foregoing. (c) Subject to applicable Law and any applicable confidentiality restrictions, Buyer and its counsel, on the one hand, and Seller and its counsel, on the other hand, shall have the right to review (in advance to the extent practicable) any information relating to Buyer or the Seller Entities, as the case may be, that appear in any filing made with, or written materials submitted to, any Governmental Entity in connection with the consummation of the Transactions. If any party or any Affiliate thereof receives a request for additional information or documentary material from any Governmental Entity with respect to the consummation of the Transactions, then such party will endeavor in good faith to make, or cause to be made, as soon as reasonably practicable and after consultation with the other party, an appropriate response in compliance with such request. Notwithstanding the foregoing, subject to applicable Law, with respect to any information relating to or written materials relating to antitrust matters submitted to any ...

Consents Generally. Stockholders' and Directors' Obligations to Consent There shall be no limitation, except as above specifically provided, on the right of Directors or Lessees to grant or withhold consent, for any reason or for no reason, to an assignment.

Consents Generally. Seller will (a) obtain or cause to be obtained prior to the Closing Date all Consents, including (but not limited to) those Consents set forth on Schedule 4.4, and (b) cause each Consent (including those on Schedule 4.4) to be effective as of the Closing Date.

Consents Generally. In all provisions of the O▇▇▇▇▇▇▇▇ requiring the approval or consent of the “Landlord,” Subtenant shall be required to obtain the approval or consent of both Overlandlord and Sublandlord. In the event Overlandlord has given such consent or approval (if required), Sublandlord’s consent shall not be unreasonably withheld, conditioned or delayed. In no event shall Sublandlord be liable for failure to give its consent or approval in any situation where consent or approval has been withheld or refused by Overlandlord, whether or not such withholding or refusal was proper, or where the consent or approval of any third party (such as, but not limited to, a mortgagee) is required and has not been obtained for any reason. Notwithstanding the foregoing, Sublandlord and Subtenant shall cooperate in good faith to obtain any such consent of Overlandlord or any third party. If Subtenant desires to do any act for which Overlandlord’s consent or approval (or that of any third party or parties) is required, then Subtenant shall deliver all necessary or appropriate materials, applications, plans, specifications and the like to Sublandlord no later than fifteen (15) days prior to the date on which Sublandlord must deliver the same to Overlandlord. Subtenant shall reimburse Sublandlord as a Subtenant Surcharge for any reasonable costs and expenses actually incurred by Sublandlord in connection with any consent or approval under this Sublease (except that Subtenant shall not be required to reimburse any costs or expenses of Sublandlord in connection with obtaining the Consent). Nothing contained in this Sublease is deemed to require Sublandlord to give any consent or approval simply because Overlandlord has given such consent or approval.

Consents Generally. Each Lender shall use commercially reasonable efforts to provide notice to the other Lender (which may be provided exclusively by e-mail) in the event that such Lender has actual knowledge of a matter that requires the approval or consent of the Lenders pursuant to the Loan Documents (unless it appears that the other Lender has received notice of such matters).

Consents Generally. Stockholders' and Directors' Obligations to Consent 8 (d) Release of Lessee Upon Assignment 8

Consents Generally. The Company will use commercially reasonable efforts to (a) obtain or cause to be obtained prior to the Closing Date all Mandatory Consents, and (b) cause each such Mandatory Consent to be effective as of the Closing Date (whether it is granted or entered into prior to or after the Closing), and Acquisition will use commercially reasonable efforts not to interfere with such efforts.

Consents Generally. Except as set forth in the immediately succeeding paragraph, the Seller will use commercially reasonable efforts in good faith (without being required to make any payment not specifically required by the terms of any related Contract or Legal Requirement or agree to any material modification or waiver of any term of any Contract or any other right) to (a) obtain or cause to be obtained prior to the Closing Date all Consents except the Network Affiliation Consents, and (b) cause each such Consent to be effective as of the Closing Date (whether it is granted or entered into prior to or after the Closing), and the Buyer will use commercially reasonable efforts not to interfere with such efforts and to facilitate Seller's obtaining such consents. The Buyer will use commercially reasonable efforts in good faith (without being required to make any payment not specifically required by the terms of any related Contract or Legal Requirement or agree to any material modification or waiver of any term of any Contract or any other right) to obtain prior to the Commencement Date any Consents relating to the Network Affiliation Agreements (the "Network Affiliation Consents").