Fulfillment of Conditions Precedent. The Parties shall use their commercially reasonable efforts to satisfy, or to ensure the satisfaction of, each of the conditions precedent to their obligations set forth in Article V hereof.
Fulfillment of Conditions Precedent. The Purchaser shall use its reasonable best efforts to obtain, at its expense, on or prior to the Closing Date, all waivers, Permits, consents, approvals or other authorizations from third parties and Authorities, and to do all other things that are required to be done or obtained by the Purchaser in connection with the transactions contemplated in this Agreement or in order to fully and expeditiously consummate the transactions contemplated by this Agreement.
Fulfillment of Conditions Precedent. The Company and the Sellers shall use their reasonable best efforts to obtain at their expense, on or prior to the Closing Date, all such waivers, Permits, consents, approvals or other authorizations from third parties and Authorities, and to do all other things as may be required, obtained or done by the Company or Sellers in connection with the transactions contemplated by this Agreement in order to fully and expeditiously consummate the transactions contemplated by this Agreement.
Fulfillment of Conditions Precedent. Refrain from taking any action which, if taken on or prior to the Closing Date, would constitute a breach of this Agreement. Each Seller shall use his, her or its best efforts to obtain at such Seller's expense, on or prior to the Closing Date, all such waivers, permits, consents, approvals or other authorizations from third parties and Authorities, and to do all things as may be necessary or desirable in connection with the transactions contemplated by this Agreement in order to fully and expeditiously consummate the transactions contemplated by this Agreement.
Fulfillment of Conditions Precedent. (A) Each Party shall, and shall procure that each of its Affiliates shall, use reasonable endeavors to satisfy the Conditions Precedent, including the execution of all such other documents, acts and things as may be reasonably required in order to satisfy the Conditions Precedent. Each Party shall keep the other fully informed of its progress with regard to the satisfaction of the Conditions Precedent.
(B) Each Party shall promptly provide to the other Party all such information and documentation concerning that Party as may be necessary to enable the other Party to prepare and submit all necessary filings required by any Government Authority in connection with the transactions contemplated by this Agreement and otherwise to satisfy the Conditions Precedent.
(C) Each Party shall make all filings and submissions and shall take all other actions necessary, proper or advisable under applicable statutes, laws, rules, regulations, or orders to obtain any required approval or clearance by any Government Authority with jurisdiction over the transactions contemplated hereby. Each Party shall furnish all information required for any applicable submission or other filing to be made pursuant to any applicable statutes, laws, rules, regulations, or orders in connection with the transactions contemplated hereby, including all necessary filings and notifications required under the HSR Act. Each of the Parties shall cooperate with the other in promptly filing any other necessary applications, reports or other documents with any Government Authority having jurisdiction with respect to this Agreement and the transactions contemplated hereby, and in seeking necessary consultation with and prompt favorable action by such Government Authority.
Fulfillment of Conditions Precedent. (a) In case of non-fulfillment of any of the Conditions Precedent within six (6) months from the date of signing of this Agreement as stipulated in clause 2.1.1, ...ESCOM shall be entitled to terminate this Agreement as provided in clause 9.3.1. (b)
Fulfillment of Conditions Precedent. Each Seller shall use its best efforts to obtain at its expense all such waivers, Permits, consents, approvals or other authorizations from third Persons and Authorities, and to do all things as may be necessary or desirable in connection with transactions contemplated by this Agreement.
Fulfillment of Conditions Precedent. (A) Each Party shall, and shall cause each of its Affiliates to, use reasonable best efforts to satisfy the Conditions Precedent, including the execution of all such other documents, acts and things as may be reasonably required in order to satisfy the Conditions Precedent.
(B) Each Party shall promptly provide to the other Parties all such information and documentation concerning such Party as may be necessary to enable the other Parties to prepare and submit all necessary filings required by any Governmental Entity in connection with the transactions contemplated by this Agreement and otherwise to satisfy the Conditions Precedent.
Fulfillment of Conditions Precedent. (a) Without prejudice to any other obligation of the Parties under the Transaction Documents, each Party shall use commercially reasonable efforts to satisfy or cause all their respective Closing Conditions Precedent listed in Section 2.4 (which are to be satisfied by the Seller) and Section 2.5 (which are to be satisfied by the Purchaser) to be satisfied as promptly as possible after the Signing Date and before the Long Stop Date, unless such Party’s Closing Conditions Precedent have been waived by the other Party at its sole discretion in writing. Each of the Seller and the Purchaser shall use commercially reasonable efforts and as required by Applicable Laws and Government Authorities, to reasonably assist the other Party in fulfilling the Closing Conditions Precedent in Section 2.4 and Section 2.5, respectively, but only to the extent that such Party’s assistance is reasonably required in order to fulfill such Closing Conditions Precedent.
(b) The Seller shall use commercially reasonable efforts to satisfy or cause all Holdback Amount Conditions listed in Section 2.2(e) to be satisfied, as promptly as possible after the Closing and in accordance with the required timing in this Agreement, unless such Holdback Amount Conditions have been waived by the Purchaser at its sole discretion in writing.
(c) After the Signing Date, the Parties shall cooperate with each other and the Seller shall provide the Purchaser with reasonable assistance to obtain the Huadu MNR Clarification Letter in accordance with Section 2.2(e)(i)(C) of this Agreement and the Applicable Laws as soon as reasonably practicable after the date hereof. The Seller shall, prior to the submission of any filings, applications and similar documentation to any Government Authority in connection with obtaining the Huadu MNR Clarification Letter, provide drafts of such documentation to the Purchaser and shall give Purchaser reasonable time (in no event less than three (3) Business Days) to review such draft documentation and incorporate any reasonable comments from the Purchaser, and it being agreed that the Seller shall have the right to submit such documentation to the Government Authority if no comment is provided by the Purchaser within such three (3) Business Days. The Seller and the Purchaser shall also keep each other promptly and reasonably informed of the progress and status of the application.
(d) Unless otherwise provided in this Agreement or agreed by the Parties in writing, all costs a...
Fulfillment of Conditions Precedent. 47 Article 4 INTERIM MATTERS 48 4.1 Operation of the Assets.......................................... 48 4.2
