Common use of Filings; Other Action Clause in Contracts

Filings; Other Action. Subject to the terms and conditions herein provided, each party shall: (a) use all reasonable efforts to cooperate with one another in (i) determining which filings are required to be made prior to the Effective Date with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Date from, governmental or regulatory authorities of the United States, the several states and foreign jurisdictions in connection with the execution and delivery of this Agreement and the consummation of the transaction contemplated hereby, and (ii) timely making all such filings and timely seeking all such consents, approvals, permits or authorizations; and (b) use all reasonable efforts to take, or cause to be taken, all other action and do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transaction contemplated by this Agreement. If, at any time after the Effective Date, any further action is necessary or desirable to carry out the purpose of this Agreement, the proper officers and directors of each party shall take all such necessary action.

Filings; Other Action. Subject to the terms and conditions herein provided, each party the Company and Buyer shall: (a) use all reasonable efforts to cooperate with one another in (i) determining which filings are required to be made prior to the Effective Closing Date with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Closing Date from, governmental or regulatory authorities of the United States, the several states and foreign jurisdictions in connection with the execution and delivery of this Agreement and the consummation of the transaction transactions contemplated hereby, hereby and (ii) timely making all such filings and timely seeking all such consents, approvals, permits or authorizations; and (b) use all reasonable efforts to take, or cause to be taken, all other action actions and do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transaction transactions contemplated by this Agreement. If, at any time after the Effective Closing Date, any further action is reasonably necessary or desirable to carry out the purpose of this Agreement, the proper officers Buyer and directors of each party the Sellers Representatives (to the extent reasonably practicable) shall take all such necessary action.

Filings; Other Action. Subject to the terms and conditions herein provided, each party shallthe parties will: (a) use all reasonable efforts to cooperate with one another in (i) determining which filings are required to be made prior to the Effective Date Time with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Date from, governmental or regulatory authorities of the United States, the several states and foreign jurisdictions Time from Governmental Entities in connection with the execution and delivery of this Agreement and the consummation of the transaction transactions contemplated hereby, hereby and (ii) timely making all such filings and timely seeking all such consents, approvals, permits or authorizations, including the Proxy Statement and the information required by Schedule 13E-3 and Schedule 14A; and (b) use all reasonable efforts to take, or cause to be taken, all other action and do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transaction transactions contemplated by this Agreement. If, at any time after the Effective DateTime, any further action is necessary or desirable to carry out the purpose of this Agreement, the proper officers and directors of each party shall the parties will take all such necessary action.

Filings; Other Action. Subject to the terms and conditions herein provided, each party shall: GenRad and the Company shall (a) use all reasonable efforts to cooperate with one another in (i) determining which filings are required to be made prior to the Effective Date Time with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Date Time from, governmental or regulatory authorities of the United States, the several states and states, foreign jurisdictions and third parties in connection with the execution and delivery of this Agreement and the consummation of the transaction transactions contemplated hereby, hereby and (ii) timely making make all such filings and timely seeking seek all such consents, approvals, permits or authorizations; and (b) use all reasonable efforts to take, or cause to be taken, all other action and do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transaction transactions contemplated by this Agreement. If, In case at any time after the Effective Date, Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement, the proper officers and and/or directors of each party the Company and GenRad shall take all such necessary action.

Filings; Other Action. Subject to the terms and conditions herein provided, each party True Fiction and Magellan shall: (ai) use all reasonable efforts to cooperate with one another in (ia) determining which filings are required to be made prior to the Effective Date Time with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Date Time from, governmental or regulatory authorities of the United States, the several states states, and foreign other jurisdictions in connection with the execution and delivery of this Agreement and the consummation of the transaction transactions contemplated hereby, hereby and (iib) timely making all such filings and timely seeking all such consents, approvals, permits or authorizations; and (bii) use all reasonable best efforts to take, or cause to be taken, all other action and do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transaction transactions contemplated by this Agreement. If, at any time after the Effective DateTime, any further action is necessary or desirable to carry out the purpose of this Agreement, the proper officers and directors of each party Magellan and True Fiction shall use best efforts to take all such necessary action.

Filings; Other Action. Subject to the terms and conditions herein provided, each party shall: (a) Sub and Acquirer shall use all reasonable efforts to cooperate with one another in (ia) determining which filings are required to be made prior to the Effective Closing Date with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Closing Date from, governmental or regulatory authorities of the United States, the several states States and foreign jurisdictions in connection with the execution and delivery of this Agreement Agreement, and the consummation of the transaction transactions contemplated hereby, hereby and (iib) timely making all such filings and timely seeking all such consents, approvals, permits or authorizations; and (b) use all reasonable efforts to take, or cause to be taken, all other action and do, or cause to be done, all other things things, necessary, proper or appropriate to consummate and make effective the transaction transactions contemplated by this Agreement. If, In case at any time after the Effective Date, Closing Date any further action is necessary or desirable to carry out the purpose of this Agreement, the proper officers and and/or directors of each party Acquirer, Sub shall take all such necessary action.

Filings; Other Action. Subject to the terms and conditions herein provided, each party shall: the Company and the Investor shall (a) use all reasonable efforts to cooperate with one another in (i) determining which filings are required to be made prior to the Effective Closing Date with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Date from, governmental or regulatory authorities of the United States, the several from states and foreign jurisdictions in connection with the execution and delivery of this Agreement and the Ancillary Agreements and the consummation of the transaction transactions contemplated hereby, hereby and thereby and (ii) timely making all such filings and timely seeking all such consents, approvals, permits or authorizations; and (b) use all reasonable efforts to take, or cause to be taken, all other action and do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transaction transactions contemplated by this Agreement. If, at any time after the Effective Closing Date, any further action is necessary or desirable to carry out the purpose of this Agreement, the proper officers and directors of each party the Company and the Investor shall take all such necessary or desirable action.

Filings; Other Action. Subject to the terms Buyer and conditions herein provided, each party Seller shall: (a) use all --------------------- reasonable efforts to cooperate with one another in (i) determining which filings are required to be made prior to the Effective Closing Date with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Closing Date from, governmental or regulatory authorities of the United States, the several states and foreign jurisdictions in connection with the execution and delivery of this Agreement and the consummation of the transaction transactions contemplated hereby, by this Agreement and (ii) timely making all such filings and timely seeking all such consents, approvals, permits or authorizations; and (b) use all reasonable efforts to take, or cause to be taken, all other action actions and do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transaction transactions contemplated by this Agreement. If, at any time after the Effective Closing Date, any further action is necessary or desirable to carry out the purpose of this Agreement, the proper officers and directors of each party Buyer and Seller shall take all such necessary action.

Filings; Other Action. Subject to the terms and conditions herein providedhereof, each party shall: Analogy and Symmetry shall (a) use all reasonable efforts to cooperate with one another in (i) determining which filings are required to be made prior to the Effective Date Time with, and which consents, approvals, permits or authorizations are required to be obtained prior to the Effective Date Time from, governmental or regulatory authorities of the United States, the several states and states, foreign jurisdictions and third parties in connection with the execution and delivery of this Agreement and the consummation of the transaction transactions contemplated hereby, hereby and (ii) timely making make all such filings and timely seeking seek all such consents, approvals, permits or authorizations; and (b) use all reasonable efforts to take, or cause to be taken, all other action actions and do, or cause to be done, all other things necessary, proper or appropriate to consummate and make effective the transaction transactions contemplated by this Agreement. If, In case at any time after the Effective Date, Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement, the proper officers and and/or directors of each party Symmetry and Analogy shall take all such necessary action.