Covenant to Close. At such time as is deemed appropriate by the parties hereto or as otherwise set forth in this Agreement, and upon satisfaction or waiver of each of the conditions to Closing of the Mergers, the parties agree to take such actions as are reasonably necessary or appropriate to effect the Closing and the Mergers.
Covenant to Close. Each Company Party and the Purchaser shall use its best efforts to consummate the transactions contemplated by this Agreement in accordance with the terms, and subject to the conditions, of this Agreement. Without limiting the generality of the foregoing, the Company Parties shall use their best efforts to obtain all Consents from third parties which are required to be obtained in connection with the consummation of each of the transactions contemplated by this Agreement, including, without limitation, any Consents of the holders of any Indebtedness of the Company Parties to the incurrence by the Company Parties of the Indebtedness evidenced by the Note.
Covenant to Close. Have duly performed and complied with all agreements and conditions required by this Agreement and the LLC Agreement to be performed or complied with by it on or prior to the Operational Closing Date.
Covenant to Close. (a) Each Company Party and the Purchaser shall use its best efforts to consummate the transactions contemplated by this Agreement in accordance with the terms, and subject to the conditions, of this Agreement. Without limiting the generality of the foregoing, the Company Parties shall use their best efforts to obtain all Consents from third parties which are required to be obtained in connection with the consummation of each of the transactions contemplated by this Agreement, including, without limitation, any Consents of the holders of any Indebtedness of the Company Parties to the incurrence by the Company Parties of the Indebtedness evidenced by the Note.
(b) The Company Parties shall consummate the transactions contemplated by this Agreement upon satisfaction of the Minimum Condition (as defined in the Tender Offer Documents) and attached as SCHEDULE 6.9, such shares not having been effectively and validly withdrawn from tender. The Company shall not modify or amend any Tender Offer Document to increase the Minimum Condition or to alter the conditions to the Tender Offer attached as SCHEDULE 5.4(b) without the prior written consent of the Purchaser.
Covenant to Close. Each of the Company and the Purchaser shall use its best efforts to consummate the transactions contemplated by this Agreement pursuant to the terms hereof. Without limiting the generality of the foregoing, the Company shall use its best efforts to obtain all Consents from third parties which are required to be obtained in connection with the consummation of each of the transactions contemplated by this Agreement, including, without limitation, any Consents of the holders of any Indebtedness of the Company or of its Subsidiaries for the purpose of ensuring the incurrence by the Company of the Indebtedness evidenced by the Note.
Covenant to Close. Each of the Company and the Purchaser shall use its best efforts to consummate the transactions contemplated by this Agreement pursuant to the terms hereof. Without limiting the generality of the foregoing, the Company shall use its best efforts to obtain all Consents from third parties which are required to be obtained in connection with the consummation of each of the transactions contemplated by this Agreement, including, without limitation, any Consents of the holders of any Indebtedness of the Company or of its Subsidiaries for the purpose of approving the incurrence by the Company of the Indebtedness evidenced by the April 1999 Note.
Covenant to Close. The Company, the Seller and Star Struck ----------------- each covenant to satisfy all closing conditions listed in Article VI hereof on January 2, 2002, or such other date as the Company, the Seller and Star Struck mutually agree.
Covenant to Close. Each of the Company, the Guarantors and the ----------------- Purchaser shall use its best efforts to satisfy the conditions precedent applicable to it to consummate the transactions contemplated by this Agreement in accordance with the terms, and subject to the conditions of, this Agreement. Without limiting the generality of the foregoing, the Company and the Guarantors shall use its reasonable best efforts to obtain all Consents from third parties which are required to be obtained in connection with the consummation of each of the transactions contemplated by this Agreement, including, without limitation, any Consents of the holders of any Indebtedness of the Company or the Guarantors for the purpose of ensuring the incurrence by the Company of the Indebtedness evidenced by the Note.
Covenant to Close. Each of Seller and Buyer shall use its best efforts to take such action as will cause the conditions of Closing set forth in Article V hereof to be satisfied by the Closing Date and to refrain from taking any action that would cause the conditions of Closing not to be satisfied.
Covenant to Close. Sunrise hereby covenants and agrees that whether or not Sunrise REIT closes on an IPO, and whether or not Sunrise has obtained the CRA Clearance described in Section 5.7(c), Sunrise shall be obligated to close on the transactions contemplated by this Agreement, including the purchase of the Facilities in accordance with the terms of this Agreement, no later than December 31, 2004.
