Cooperation and Best Efforts. Each party will cooperate with the other party and use its best efforts to (a) procure all necessary consents and approvals, (b) complete all necessary filings, registrations, and certificates, (c) satisfy all requirements prescribed by law for, and all conditions set forth in this Exchange Plan to, the consummation of the Exchange, and (d) effect the share exchange transaction contemplated by this Exchange Plan.
Cooperation and Best Efforts. Each party shall cooperate with the other and use its reasonable efforts to (i) receive all necessary and appropriate consents of third parties to the transactions contemplated hereunder, (ii) satisfy all requirements prescribed by law for, and all conditions set forth in this Agreement to, the consummation of the transactions provided from here; PROVIDED, that no party shall be required to pay any amount of money in connection with its or any other parties obtaining any consent pursuant to clause (i) of this Section 6.1.
Cooperation and Best Efforts. Each party will cooperate with the other and use its reasonable best efforts to satisfy all conditions to the Closing and to effect the Stock Sale at the earliest practicable date.
Cooperation and Best Efforts. It will cooperate with the other and use its best efforts to satisfy all requirements of law for, and all conditions herein to, the consummation of the Merger, and to effect the Merger at the earliest practicable date.
Cooperation and Best Efforts. Each party will cooperate with the other and use its best efforts to (a) procure all necessary and appropriate consents and approvals, (b) complete and file all necessary and appropriate applications, notifications, filings and certifications, (c) satisfy all requirements prescribed by law for, and all conditions set forth in this Agreement to, the consummation of the Acquisition, and (d) effect the Acquisition at the earliest practicable date.
Cooperation and Best Efforts. The Parties intend to consummate this Settlement Agreement, and agree to cooperate to the extent reasonably necessary to effectuate and implement all terms and conditions of this Settlement Agreement and to exercise their best efforts to accomplish the foregoing terms and conditions of this Settlement Agreement. Having reached the Settlement after vigorously disputed and lengthy litigation, a private mediation proceeding, and substantial settlement negotiations, the Parties have also agreed, consistent with their required cooperation and best efforts under this paragraph, to refrain (directly, through counsel, or otherwise) from issuing any press releases concerning this Settlement, with the understanding that this does not affect in any way the Class Administrator’s execution of the Notice Media Plan attached as Exhibit “D” hereto.
Cooperation and Best Efforts. Each party hereto agrees to cooperate with the others in the performance of all obligations under this Agreement and to use its reasonable best efforts to fulfill its obligations under this Agreement, and to satisfy or cause to be satisfied, at or before the Closing, the conditions to its performance under this Agreement that are under its control.
Cooperation and Best Efforts. The Company, the Stockholders, the Principals and the Buyers shall each cooperate with the other and use their commercially reasonable best efforts to (a) procure all necessary and appropriate consents and approvals, complete and file all necessary and appropriate applications, notifications, filings and certifications, satisfy all requirements prescribed by law for, and all conditions set forth in this Agreement to, the consummation of the Merger and (b) effect the Merger at the earliest practicable date. Without limiting the generality of the foregoing, the Buyers, the Company, the Principals and the Stockholders shall cooperate in good faith and take all actions necessary or appropriate to (i) expeditiously and diligently file the HSR Xxtifications with the Federal Trade Commission and the Department of Justice pursuant to the HSR Act, if applicable, and (ii) use their best good faith efforts to prosecute such filings to a favorable conclusion.
Cooperation and Best Efforts. Buyer and Seller each agrees to ---------------------------- cooperate with the other in the performance of all obligations under this Agreement and to use its best efforts to fulfill its obligations under this Agreement, and to satisfy or cause to be satisfied, at or before the Closing, the conditions to each party's performance under this Agreement. During the period prior to the Closing Date, Buyer and Seller each shall act diligently and reasonably, and shall cooperate with each other to secure any consents and approvals of any Governmental Authority required to be obtained in order to permit the consummation of the transactions contemplated by this Agreement or to otherwise satisfy the conditions set forth in Articles IX and X.
Cooperation and Best Efforts. Buyer and Seller shall each cooperate with the other, and each shall use its commercially reasonable best efforts to do or cause to be done all things necessary or appropriate on its part in order to effect the consummation of this Agreement and the Loan Purchase Agreement; provided, however, that Seller shall not be obligated to pay any money or other consideration to or initiate any suit or proceeding against any third party in order to obtain any waiver or consent which may be required in connection with the transfer or conveyance of any Purchased Asset. Without limitation of the foregoing, the parties shall cooperate with one another and each shall take all such commercially reasonable actions as may be necessary and as are consistent with customary industry practices in order to assure that the Closing and transition (including the conversion of Seller’s data relating to the Assumed Deposits and the Loans) are effected smoothly and efficiently so as to minimize potential disruption to the customers of the Branch, to Buyer and to Seller.
