Common use of Cooperation; Notice; Cure Clause in Contracts

Cooperation; Notice; Cure. Subject to compliance with applicable law, from the date of this Agreement until the Closing Date, each of PharmaHub and WWR shall confer on a regular and frequent basis with one or more representatives of the other party to report on the general status of ongoing operations. WWR shall promptly provide PharmaHub or its counsel with copies of all of its filings made with the SEC or with any Governmental Entity in connection with this Agreement, the Merger and the transactions contemplated hereby and thereby. Each of PharmaHub and WWR shall notify the other of, and will use all commercially reasonable efforts to cure before the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such party, that causes or will cause any covenant or agreement of PharmaHub or WWR under this Agreement to be breached or that renders or will render untrue any representation or warranty of PharmaHub or WWR contained in this Agreement. Each of PharmaHub and WWR also shall notify the other in writing of, and will use all commercially reasonable efforts to cure, before the Closing Date, any violation or breach, as soon as practical after it becomes known to such party, of any representation, warranty, covenant or agreement made by PharmaHub or WWR. No notice given pursuant to this paragraph shall have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein.

Appears in 2 contracts

Samples: Merger Agreement (China PharmaHub Corp.), Merger Agreement (World Wide Relics Inc.)

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Cooperation; Notice; Cure. Subject to compliance with applicable law, from the date of this Agreement until the Closing Date, each of PharmaHub and WWR the Parties shall confer on a regular and frequent basis with one or more representatives of the other party Parties to report on the general status of ongoing operations. WWR shall promptly provide PharmaHub or its counsel, and PharmaHub shall promptly provide WWR or its counsel with copies of all any filings any of its filings them made with the SEC or with any Governmental Entity governmental entity in connection with this Agreement, the Merger Agreement and the transactions contemplated hereby and therebyby this Agreement. Each of PharmaHub and WWR the Parties shall notify the other others of, and will use all commercially reasonable efforts to cure before the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such party, that causes or will cause any covenant or agreement of PharmaHub or WWR under the Parties pursuant to this Agreement to be breached or that renders or will render untrue any representation or warranty of PharmaHub or WWR the Parties contained in this Agreement. Each of PharmaHub and WWR the Parties shall also shall notify the other others in writing of, and will use all commercially reasonable efforts to cure, before the Closing Date, any violation or breach, as soon as practical after it becomes known to such party, of any representation, warranty, covenant or agreement made by PharmaHub or WWRthe Parties. No notice given pursuant to this paragraph Paragraph “D” of this Article “7” of this Agreement shall have any effect on upon the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained hereinin this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (China PharmaHub Corp.), Merger Agreement (World Wide Relics Inc.)

Cooperation; Notice; Cure. Subject to compliance with applicable law, from the date of this Agreement until the Closing Date, each of PharmaHub and WWR the parties shall confer on a regular and frequent basis with one or more representatives of the other party to report on the general status of ongoing operations. WWR Industrial Enterprises shall promptly provide PharmaHub Unifide or its counsel with copies of all of its filings made with the SEC or with any Governmental Entity governmental entity in connection with this Agreement, the Merger and the transactions contemplated hereby and thereby. Each of PharmaHub and WWR the parties shall notify the other of, and will use all commercially reasonable efforts to cure before the Closing Date, any event, transaction 50 or circumstance, as soon as practical after it becomes known to such party, that causes or will cause any covenant or agreement of PharmaHub or WWR under the parties pursuant to this Agreement to be breached or that renders or will render untrue any representation or warranty of PharmaHub or WWR the parties contained in this Agreement. Each of PharmaHub and WWR the parties shall also shall notify the other in writing of, and will use all commercially reasonable efforts to cure, before the Closing Date, any violation or breach, as soon as practical after it becomes known to such party, of any representation, warranty, covenant or agreement made by PharmaHub or WWRthe parties. No notice given pursuant to this paragraph shall have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein.

Appears in 1 contract

Samples: Acquisition Agreement (Industrial Enterprises of America, Inc.)

Cooperation; Notice; Cure. Subject to compliance with applicable law, from the date of this Agreement until the Closing Date, each of PharmaHub and WWR the parties shall confer on a regular and frequent basis with one or more representatives of the other party parties to report on the general status of ongoing operations. WWR Novopelle or the Novopelle Members, as the case may be, shall promptly provide PharmaHub the Company or its counsel with copies of all any filings any of its filings them made with the SEC or with any Governmental Entity governmental entity in connection with this Agreement, the Merger Agreement and the transactions contemplated hereby and thereby. Each of PharmaHub and WWR the parties shall notify the other others of, and will use all commercially reasonable efforts to cure before the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such party, that causes or will cause any covenant or agreement of PharmaHub or WWR under the parties pursuant to this Agreement to be breached or that renders or will render untrue any representation or warranty of PharmaHub or WWR the parties contained in this Agreement. Each of PharmaHub and WWR the parties shall also shall notify the other others in writing of, and will use all commercially reasonable efforts to cure, before the Closing Date, any violation or breach, as soon as practical after it becomes known to such party, of any representation, warranty, covenant or agreement made by PharmaHub or WWRthe parties. No notice given pursuant to this paragraph shall have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein.

Appears in 1 contract

Samples: Share Exchange Agreement (American International Holdings Corp.)

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Cooperation; Notice; Cure. Subject to compliance with applicable law, from the date of this Agreement until the Closing Date, each of PharmaHub and WWR the Parties shall confer on a regular and frequent basis with one or more representatives of the other party Parties to report on the general status of ongoing operations. WWR Aclor shall promptly provide PharmaHub Metiscan or its counsel, and Metiscan shall promptly provide Aclor or its counsel with copies of all any filings any of its filings them made with the SEC or with any Governmental Entity governmental entity in connection with this Agreement, the Merger Agreement and the transactions contemplated hereby and therebyby this Agreement. Each of PharmaHub and WWR the Parties shall notify the other others of, and will use all commercially reasonable efforts to cure before the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such party, that causes or will cause any covenant or agreement of PharmaHub or WWR under the Parties pursuant to this Agreement to be breached or that renders or will render untrue any representation or warranty of PharmaHub or WWR the Parties contained in this Agreement. Each of PharmaHub and WWR the Parties shall also shall notify the other others in writing of, and will use all commercially reasonable efforts to cure, before the Closing Date, any violation or breach, as soon as practical after it becomes known to such party, of any representation, warranty, covenant or agreement made by PharmaHub or WWRthe Parties. No notice given pursuant to this paragraph Paragraph “E” of this Article “8” of this Agreement shall have any effect on upon the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained hereinin this Agreement.

Appears in 1 contract

Samples: Acquisition Agreement (Metiscan, Inc.)

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