Cooperation; Further Assurances. Each of the Parties shall use its commercially reasonable efforts to effect the transactions contemplated hereby and to fulfill and cause to be fulfilled the conditions to Closing under this Agreement. Each Party hereto shall cooperate with the other and promptly prepare and file all necessary documentation, and effect all applications, notices, petitions and filings, to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary or advisable to consummate the transactions contemplated by this Agreement. Each of the Parties hereto, at the reasonable request of another Party hereto, shall execute and deliver such other instruments and do and perform such other acts and things as may be necessary or desirable for effecting the consummation of this Agreement and the transactions contemplated hereby.
Appears in 7 contracts
Samples: Agreement and Plan of Merger and Acquisition (Adama Technologies Corp), Agreement and Plan of Merger (Novation Holdings Inc), Asset Acquisition Agreement (Novation Holdings Inc)
Cooperation; Further Assurances. Each of (a) Upon the Parties terms and subject to the conditions set forth in this Agreement, each party hereto shall use its commercially reasonable efforts to effect the transactions contemplated hereby and to fulfill and take, or cause to be fulfilled the conditions taken, all actions, and do, or cause to Closing under this Agreement. Each Party hereto shall be done, and to assist and cooperate with the other and promptly prepare and file party or parties in doing, all necessary documentationthings necessary, and effect all applications, notices, petitions and filings, to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary proper or advisable to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreementhereby, and to satisfy or cause to be satisfied all of the conditions precedent that are set forth in Article VI, as applicable to each of them. Each of the Parties party hereto, at the reasonable request of another Party party hereto, shall execute and deliver such other instruments and do and perform such other acts and things as may be necessary or desirable for effecting completely the consummation of this Agreement and the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (NCO Group, Inc.), Agreement and Plan of Merger (Viisage Technology Inc)
Cooperation; Further Assurances. Each of (a) Upon the Parties terms and subject to the conditions set forth in this Agreement, each party hereto shall use its commercially reasonable efforts to effect the transactions contemplated hereby and to fulfill and take, or cause to be fulfilled the conditions taken, all actions, and do, or cause to Closing under this Agreement. Each Party hereto shall be done, and to assist and cooperate with the other and promptly prepare and file party or parties in doing, all necessary documentationthings necessary, and effect all applications, notices, petitions and filings, to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary proper or advisable to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreementhereby, and to satisfy or cause to be satisfied all of the conditions precedent that are set forth in Article V, as applicable to each of them. Each of the Parties party hereto, at the reasonable request of another Party party hereto, shall execute and deliver such other instruments and do and perform such other acts and things as may be necessary or desirable for effecting completely the consummation of this Agreement and the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (WebMD Health Corp.), Agreement and Plan of Merger (Agilysys Inc)
Cooperation; Further Assurances. Each of Upon the Parties terms and subject to the conditions set forth in this Agreement, each Party hereto shall use its commercially reasonable efforts to effect the transactions contemplated hereby and to fulfill and take, or cause to be fulfilled the conditions taken, all actions, and do, or cause to Closing under this Agreement. Each Party hereto shall be done, and to assist and cooperate with the other and promptly prepare and file Party in doing, all necessary documentationthings necessary, and effect all applications, notices, petitions and filings, to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary proper or advisable to consummate and make effective, in the transactions contemplated by this Agreementmost expeditious manner practicable the Transaction, and to satisfy or cause to be satisfied all of the conditions precedent that are set forth in Articles V and VI , as applicable to each of them. Each of the Parties Party hereto, at the reasonable request of another the other Party hereto, shall execute and deliver such other instruments and do and perform such other acts and things as may be necessary or desirable for effecting completely the consummation of this Agreement and the transactions contemplated hereby.
Appears in 1 contract