Fulfillment of Agreements. Each party hereto shall use its best efforts to cause all of those conditions to the obligations of the other under Article VI that are not beyond its reasonable control to be satisfied on or prior to the Closing and shall use its best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement.
Fulfillment of Agreements. Each party hereto shall use commercially reasonable efforts to cause all of those conditions to the obligations of the other under Article VI that are not beyond its reasonable control to be satisfied on the date specified herein or if no date is specified herein then on or prior to the Closing and shall use commercially reasonable efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement; provided, that in no event shall Seller be required to pay any consideration to any Lessor or any other Third Party in order to satisfy any condition.
Fulfillment of Agreements. The Company shall conduct the Business in such a manner that at the Closing Date the representations and warranties contained in Article 4 shall be true and correct as though such representations and warranties were made on, as of, and with reference to the Closing Date.
Fulfillment of Agreements. DI shall use its reasonable commercial efforts to (i) cause all of the conditions precedent to the obligation of CTC under Section 6.1 of this Agreement which are within its control or influence to be satisfied at or prior to the time of Closing, and (ii) conduct its business in such a manner that at the time of Closing the representations and warranties of DI and the Warranting Shareholders contained in this Agreement shall be true and correct in all material respects as though such representations and warranties were made on the Closing Date. DI will promptly notify CTC in writing of any event or fact which is or is likely to cause a breach of any of the representations, warranties, covenants or agreements of DI and the Warranting Shareholders and shall promptly advise CTC in writing of the occurrence of any condition that is materially adverse to the business, operations, properties, assets or condition (financial or otherwise) of DI.
Fulfillment of Agreements. CTC shall use its reasonable commercial efforts to (i) cause all of the conditions precedent to the obligations of DI and the DI Shareholders under Section 6.2 of this Agreement which are within its control or influence to be satisfied at or prior to the time of Closing and (ii) conduct its business in such a manner that at the time of Closing the representations and warranties of CTC contained in this Agreement shall be true and correct in all material respects as though such representations and warranties were made on the Closing Date. CTC will promptly notify DI in writing of any event or fact which is or is likely to cause a breach of any of its representations, warranties, covenants or agreements.
Fulfillment of Agreements. Each party hereto shall use its best efforts to cause all of those conditions to the obligations of the other under ARTICLE VI that are not beyond its reasonable control to be satisfied on or prior to the Closing and shall use its best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement. Transferor shall, prior to Closing, obtain the consents referred to in SECTION 3.3.
Fulfillment of Agreements. 21 5.03 Publicity...............................................................21 5.04 Legends.................................................................21 5.05 Dividend................................................................22 5.06
Fulfillment of Agreements. Each party shall use its reasonable efforts to cause all of the conditions to the obligations of the other under Article V to be satisfied on or prior to the Closing Date and shall use its best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement.
Fulfillment of Agreements. Each party hereto shall use its best ------------------------- efforts to cause all of those conditions to the obligations of the other under Article VI that are not beyond its reasonable control to be satisfied on or ---------- prior to the Closing and shall use its best efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement. Without limiting the effect of the foregoing, each party hereto shall, and Seller shall cause the Company to, use its best efforts to give or obtain, as promptly as practicable, all Required Authorizations required to be given or obtained by it, respectively, to permit the consummation of the transactions contemplated by this Agreement and to realize the respective benefits to each party contemplated hereby. Without limiting the generality of the foregoing, Seller shall cause the Company to use its best efforts to obtain all approvals or consents of any Person needed in order that the Contracts continue in full force and effect under the same terms and conditions currently in effect following the consummation of the transactions contemplated by the Agreement.
Fulfillment of Agreements. MSI shall use its Best Efforts to cause all of the conditions to the obligations of TFX under Article VII of this Agreement to be satisfied on or prior to Closing. MSI shall promptly notify TFX of any event or fact coming to MSI's attention prior to Closing which causes any of its representations, warranties, covenants or agreements contained in this Agreement to be inaccurate in any material respect.
