Common use of Filings and Authorizations Clause in Contracts

Filings and Authorizations. Each of Seller and Purchaser, as promptly as practicable, (i) will make, or cause to be made, all filings and submissions required under laws, rules and regulations applicable to it, or to its subsidiaries and affiliates, as may be required for it to consummate the transactions contemplated hereby; (ii) will use their respective reasonable efforts to obtain, or cause to be obtained, all Permits, if any, from all Persons and governmental or public authorities or bodies necessary to be obtained by each of them, or any of their respective subsidiaries or Affiliates, in order for each of them, respectively, so to consummate such transactions; and (iii) will use their respective best efforts to take, or cause to be taken, all other actions necessary, proper or advisable in order for each of them to fulfill their respective obligations hereunder. In particular, Seller shall seek and use its reasonable best efforts to obtain all consents necessary to any assignment to Purchaser of the Assumed Contracts and the Intellectual Property. It is understood that it shall be Purchaser's responsibility to file any assignments, consents or other Page documents of transfer relating to the Intellectual Property. Seller and Purchaser will coordinate and cooperate with one another in exchanging information and supplying such reasonable assistance as may be reasonably requested by each in connection with the foregoing. Purchaser shall use its reasonable efforts to assist Seller in obtaining all consents required under the Assumed Contracts and the Intellectual Property as a result of this Agreement and the transactions contemplated hereby.

Filings and Authorizations. Each of Buyer and Seller shall, as promptly as practicable and Purchaserin any event not later than 30 days from the date of this Agreement with respect to filings required with the FSA and any other insurance Governmental Authority, including without limitation filings on Form A and Form E under relevant state Insurance Holding Company statutes, and the notification required to be filed under the HSR Act, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by it pursuant to applicable law in connection with the transactions contemplated by this Agreement. Each of Buyer and Seller, as promptly as practicable, shall (ia) will make, or cause to be made, all such filings and submissions required under the laws, rules and regulations applicable to it, or to its subsidiaries and affiliates, Affiliates as may be required for it to consummate the transactions contemplated hereby; by this Agreement, (iib) will use their respective its reasonable efforts to obtain, obtain or cause to be obtained, all Permitsauthorizations, if anyapprovals, consents and waivers from all Persons and governmental or public authorities or bodies Governmental Authorities necessary to be obtained by each of themit, or any of their respective subsidiaries or its Affiliates, in order for each of them, respectively, it so to consummate such transactions; transactions and (iiic) will use their respective best its reasonable efforts to take, or cause to be taken, all other actions necessary, proper or advisable in order for each of them it to fulfill their respective its obligations hereunder. In particular, Buyer and Seller shall seek and use its reasonable best efforts to obtain all consents necessary to any assignment to Purchaser of the Assumed Contracts and the Intellectual Property. It is understood that it shall be Purchaser's responsibility to file any assignments, consents or other Page documents of transfer relating to the Intellectual Property. Seller and Purchaser will coordinate and cooperate with one another in exchanging such information and supplying such reasonable assistance as may be reasonably requested by each in connection with the foregoing. Purchaser shall use its reasonable efforts to assist Seller in obtaining all consents required under the Assumed Contracts and the Intellectual Property as a result of this Agreement and the transactions contemplated hereby.

Filings and Authorizations. Each of Seller and Purchaser, -------------------------- as promptly as practicable, (ia) will make, or cause to be made, all filings and submissions required under laws, rules and regulations applicable to it, or to its subsidiaries and affiliates, as may be required for it to consummate the transactions contemplated hereby; (iib) will use their respective its commercially reasonable efforts to obtain, or cause to be obtained, all Permitsauthorizations, if anyapprovals, consents and waivers from all Persons and governmental or public authorities or bodies necessary to be obtained by each of themit, or any of their respective subsidiaries or Affiliatesaffiliates, in order for each of them, respectively, it so to consummate such transactions; and (iiic) will use their respective its reasonable best efforts to take, or cause to be taken, all other actions necessary, proper or advisable in order for each of them it to fulfill their respective its obligations hereunder. In particular, Seller shall seek and use its reasonable best efforts to obtain (i) all authorizations and consents required to be obtained by Seller from the DOJ under the Final Judgment and (ii) all Other Consents necessary to any for the assignment to Purchaser of the Assumed Contracts NYCTA Agreement, the Advertising Contracts, the Leases and the Intellectual Property. It is understood that it shall be Purchaser's responsibility to file any assignments, consents or other Page documents of transfer relating to the Intellectual PropertyAssigned Contracts. Seller and Purchaser will coordinate and cooperate with one another in exchanging information and supplying such reasonable assistance as may be reasonably requested by each in connection with the foregoing. Purchaser shall use its reasonable best efforts to assist Seller in obtaining all consents required under the Assumed Advertising Contracts and the Intellectual Property Assigned Contracts as a result of this Agreement and the transactions contemplated hereby.

Filings and Authorizations. Each of Seller Seller, Purchaser and Purchaser-------------------------- Voxware, as promptly as practicable, (i) will make, or cause to be made, all filings and submissions required under laws, rules and regulations applicable to it, or to its subsidiaries and affiliates, as may be required for it to consummate the transactions contemplated hereby; (ii) will use their respective reasonable efforts to obtain, or cause to be obtained, all Permits, if any, permits and waivers from all Persons and governmental or public authorities or bodies necessary to be obtained by each of them, or any of their respective subsidiaries or Affiliates, in order for each of them, respectively, so to consummate such transactions; and (iii) will use their respective best efforts to take, or cause to be taken, all other actions necessary, proper or advisable in order for each of them to fulfill their respective obligations hereunder. In particular, Seller shall seek and use its reasonable best efforts to obtain all consents necessary to any assignment to Purchaser of the Assumed Contracts and the Intellectual Property. It is understood that it shall be Purchaser's responsibility to file any assignments, consents or other Page documents of transfer relating to the Intellectual PropertyContracts. Seller and Purchaser will coordinate and cooperate with one another in exchanging information and supplying such reasonable assistance as may be reasonably requested by each in connection with the foregoing. Purchaser and Voxware shall each use its reasonable efforts to assist Seller in obtaining all consents required under the Assumed Contracts and the Intellectual Property as a result of this Agreement and the transactions contemplated hereby.

Filings and Authorizations. Each of Seller the Company and Purchasereach of the Investors shall, as promptly as practicable, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by it pursuant to applicable Law in connection with the transactions contemplated by this Agreement, including without limitation, any filings required under the HSR Act. Each of the Company and each of the Investors, as promptly as practicable, shall (ia) will make, or cause to be made, all such filings and submissions required under laws, rules and regulations the Laws applicable to it, it or to its subsidiaries and affiliates, Affiliates as may be required for it to consummate the transactions contemplated hereby; by this Agreement and the other Transaction Agreements, (iib) will use their respective its reasonable best efforts to obtain, obtain or cause to be obtained, all Permitsauthorizations, if anycertifications, from consents, orders and approvals of the Governmental Authorities that are or may become necessary for the consummation of the transactions contemplated by the Transaction Agreements (the "Requisite Regulatory Approvals" and, together with the Shareholder Approval, the "Requisite Approvals"), (c) cooperate fully with the other parties in promptly seeking to obtain all Persons such authorizations, certifications, consents, orders and governmental or public authorities or bodies necessary to be obtained by each of them, or any of their respective subsidiaries or Affiliates, in order for each of them, respectively, so to consummate such transactions; approvals and (iiid) will use their respective its reasonable best efforts to take, or cause to be taken, all other actions necessary, proper or advisable in order for each of them it to fulfill their respective its obligations hereunder. In particular, Seller shall seek and use its reasonable best efforts to obtain all consents necessary to any assignment to Purchaser of the Assumed Contracts The Company and the Intellectual Property. It is understood that it shall be Purchaser's responsibility to file any assignments, consents or other Page documents of transfer relating to the Intellectual Property. Seller and Purchaser Investors will coordinate and cooperate with one another in exchanging such information and supplying such reasonable assistance as may be reasonably requested by each in connection with the foregoing. Purchaser shall use its reasonable efforts to assist Seller in obtaining all consents required under the Assumed Contracts and the Intellectual Property as a result of this Agreement and the transactions contemplated hereby.