COVENANTS OF PARENT AND THE COMPANY. The parties hereto agree that:
COVENANTS OF PARENT AND THE COMPANY. The parties hereto agree that:
Section 9.01 Efforts
(a) Subject to the terms and conditions of this Agreement, the Company and Parent shall use their commercially reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable under Applicable Law to consummate the transactions contemplated by this Agreement, including (i) preparing and filing as promptly as practicable with any Governmental Authority or other third party all documentation to effect all necessary filings, notices, petitions, statements, registrations, submissions of information, applications and other documents necessary, or in the reasonable judgment of Parent or the Company, advisable to consummate the transactions contemplated by this Agreement, (ii) obtaining and maintaining all approvals, consents, registrations, permits, authorizations and other confirmations required to be obtained from any Governmental Authority or other third party that are necessary, proper or advisable to consummate the transactions contemplated by this Agreement, and (iii) cooperating to the extent reasonable with the other parties hereto in their efforts to comply with their obligations under this Agreement.
(b) The Parties shall use their commercially reasonable best efforts to: (i) take all other actions necessary to cause the expiration or termination of any applicable waiting periods under Applicable Law as soon as practicable; (ii) resolve any objections which may be asserted by any Governmental Authority with respect to the transactions contemplated by this Agreement; and (iii) take, or cause to be taken, all actions necessary to obtain each consent, approval or waiver (if any) required to be obtained (pursuant to any Applicable Law or contract, or otherwise) by such Party in connection with the transactions contemplated by this Agreement and to make effective such transactions. If any Governmental Authority seeks amendments to the transactions contemplated by this Agreement or commitments to be undertaken by any Party as a condition to refraining from seeking to block such transactions, allowing the applicable waiting period to expire or releasing such Governmental Authority’s consent with respect to such transactions, the Parties shall commence and conduct good faith negotiations with each other for no less than fifteen (15) days and use their commercially reasonable best efforts to agree upon amendments to this Agreement whic...
COVENANTS OF PARENT AND THE COMPANY. HSR Act Filings; Reasonable Efforts; Notification.......... 26 SECTION 8.2. Public Announcements....................................... 28 Page
COVENANTS OF PARENT AND THE COMPANY. The Parties agree that:
COVENANTS OF PARENT AND THE COMPANY. From the date hereof until the occurrence of the earlier of (i) the Effective Time or (ii) termination of this Agreement pursuant to Section 9.1 hereof, the Company and Parent agree that:
COVENANTS OF PARENT AND THE COMPANY. Section 7.1 HSR Act Filings; Other Filings Reasonable Efforts; Notification.....................43 Section 7.2 Public Announcements................................................................46 Section 7.3 Confidentiality.....................................................................46 Section 7.4 Interim Financial Statements........................................................46
COVENANTS OF PARENT AND THE COMPANY. Each of Parent and the Company covenants and agrees with the other that:
COVENANTS OF PARENT AND THE COMPANY. 45 SECTION 7.1 Best Efforts...................................................45 SECTION 7.2
COVENANTS OF PARENT AND THE COMPANY. 7.1. Public Announcements. No party shall have the right to issue any press release or other public statement with respect to this Agreement or the transactions contemplated herein without the prior written consent of each other party (not to be unreasonably withheld, delayed, denied or conditioned), except as required by Law.
COVENANTS OF PARENT AND THE COMPANY. Section 8.01
