Common use of Cooperation; Notice; Cure Clause in Contracts

Cooperation; Notice; Cure. Subject to compliance with applicable Law (including antitrust Laws and Gaming Laws), each of Seller and Purchaser shall confer on a regular and frequent basis with one or more representatives of the other Person to discuss the general status of the business and ongoing operations of the Acquired Entities. Each of the Parties shall promptly notify the other(s) in writing of, and shall use its reasonable best efforts to cure prior to the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such Party, that causes or may reasonably be expected to cause any covenant, obligation or agreement under this Agreement to be violated or remain unfilled in any material respect or that causes or may reasonably be expected to cause any representation or warranty contained in this Agreement to be untrue in any material respect. Nothing contained in this Section 5.2 above shall prevent any of the Parties from giving such notice, using such efforts or taking any action to cure or curing any such event, transaction or circumstance. No written notice given pursuant to this Section 5.2 shall have any effect on the representations, warranties, covenants, obligations or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein.

Cooperation; Notice; Cure. Subject to compliance with applicable Law (including including, without limitation, antitrust Laws and Gaming Laws), each of from the date hereof until the Closing, Seller and Purchaser Buyer shall confer on a regular and frequent basis with one or more representatives of the other Person party to discuss report on the general status of the business and ongoing operations of the Acquired EntitiesProperty. Each of the Parties Seller and Buyer shall promptly notify the other(s) each other in writing of, and shall will use its reasonable best efforts to cure prior to before the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such Partyparty, that causes or may reasonably be expected to will cause any covenant, obligation covenant or agreement of Seller or Buyer under this Agreement to be violated or remain unfilled breached in any material respect or that causes renders or may reasonably be expected to cause will render untrue in any material respect any representation or warranty of Seller or Buyer contained in this Agreement to be untrue in any material respectAgreement. Nothing contained in this Section 5.2 above 6.1 shall prevent any of the Parties Seller from giving such notice, using such efforts or taking any action to cure or curing any such event, transaction or circumstance. No written notice given pursuant to this Section 5.2 6.2 shall have any effect on the representations, warranties, covenants, obligations covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein.

Cooperation; Notice; Cure. Subject to compliance with applicable Law (including antitrust Laws and Gaming Laws), each of Seller and Purchaser shall confer on a regular and frequent basis with one or more representatives of the other Person to discuss the general status of the business and ongoing operations of the MGM Acquired Entities. Each of the Parties shall promptly notify the other(s) in writing of, and shall use its reasonable best efforts Commercially Reasonable Efforts to cure prior to before the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such Party, that causes or may reasonably be expected to cause any covenant, obligation or agreement under this Agreement to be violated or remain unfilled in any material respect or that causes renders or may reasonably be expected to cause shall render untrue in any material respect any representation or warranty contained in this Agreement to be untrue in any material respectAgreement. Nothing contained in this Section 5.2 above shall prevent any of the Parties from giving such notice, using such efforts or taking any action to cure or curing any such event, transaction or circumstance. No written notice given pursuant to this Section 5.2 shall have any effect on the representations, warranties, covenants, obligations or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein.

Cooperation; Notice; Cure. Subject to compliance with applicable Law (including antitrust Laws and Gaming Laws)law, from the date hereof until the Effective Time, each of Seller Doubletree and Purchaser Promus shall confer on a regular and frequent basis with one or more representatives of the other Person party to discuss report on the general status of the business and ongoing operations and shall promptly provide the other party or its counsel with copies of all filings made by such party with any Governmental Entity in connection with this Agreement, the Acquired EntitiesMergers and the transactions contemplated hereby and thereby. Each of the Parties Doubletree and Promus shall promptly notify the other(s) other in writing of, and shall will use its all commercially reasonable best efforts to cure prior to before the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such Partyparty, that causes or may reasonably be expected to will cause any covenant, obligation covenant or agreement of Doubletree or Promus under this Agreement to be violated or remain unfilled in any material respect breached or that causes renders or may reasonably be expected to cause will render untrue any representation or warranty of Doubletree or Promus contained in this Agreement to be untrue in any material respect. Nothing contained in this Section 5.2 above shall prevent any of the Parties from giving such notice, using such efforts or taking any action to cure or curing any such event, transaction or circumstanceAgreement. No written notice given pursuant to this Section 5.2 paragraph shall have any effect on the representations, warranties, covenants, obligations covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein. Section 5.3.