Common use of Further Action; Reasonable Best Efforts Clause in Contracts

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits), consents, approvals, authorizations, qualifications and orders of governmental authorities and parties to contracts with the Company as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement shall use their reasonable best efforts to take all such action.

Appears in 4 contracts

Samples: Merger Agreement (Concord Merger Corp), Merger Agreement (PDK Labs Inc), Merger Agreement (Concord Merger Corp)

AutoNDA by SimpleDocs

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereofof this Agreement, each of the parties hereto shall use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations Law or otherwise to consummate and make effective the Transactions, including, without limitation, including using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities Governmental Authorities and parties to contracts Contracts with the Company HLTH or WebMD or their Subsidiaries as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case case, at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement shall use their reasonable best efforts to take all such action.

Appears in 3 contracts

Samples: Merger Agreement (HLTH Corp), Agreement and Plan of Merger (WebMD Health Corp.), Agreement and Plan of Merger (WebMD Health Corp.)

Further Action; Reasonable Best Efforts. Upon the --------------------------------------- terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities and parties to contracts with the Company and the Subsidiaries as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement shall use their reasonable best efforts to take all such action.

Appears in 2 contracts

Samples: Merger Agreement (Cobe Laboratories Inc), Merger Agreement (Ren Corp Usa)

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereof, each of the parties hereto shall (i) use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities and parties to contracts with the Company and the Subsidiaries as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement and the Surviving Corporation shall use their reasonable best efforts to take all such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Novartis Inc), Agreement and Plan of Merger (Novartis Inc)

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities and third parties to contracts with the Company as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers of Parent and directors of each party to this Agreement the Surviving Corporation shall use their reasonable best efforts to take all such action.

Appears in 2 contracts

Samples: Merger Agreement (Howmet International Inc), Merger Agreement (Alcoa Inc)

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereofof this Agreement, each of the parties hereto shall promptly after the date of this Agreement use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations Law or otherwise to consummate and make effective the Transactionstransactions contemplated hereby, including, without limitation, including using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities Governmental Authorities and parties to contracts with the Company and the Subsidiaries as are necessary for the consummation of the Transactions transactions contemplated hereby and to fulfill the conditions to the Offer and the Merger. In case case, at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement shall use their reasonable best efforts to take all such action.

Appears in 2 contracts

Samples: Merger Agreement (Biosante Pharmaceuticals Inc), Merger Agreement (Cell Genesys Inc)

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereof, each of the parties hereto shall use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities each Governmental Entity and parties party to contracts a contract with the Company or any Subsidiary as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement and the Surviving Corporation shall use their reasonable best efforts to take all such action.

Appears in 1 contract

Samples: Merger Agreement (J&l Specialty Steel Inc)

AutoNDA by SimpleDocs

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereof, each of the parties hereto shall (i) use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities each Governmental Entity and parties to contracts with the Company and the Subsidiaries as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement and the Surviving Corporation shall use their reasonable best efforts to take all such action.

Appears in 1 contract

Samples: Proxy Statement (Rhone Poulenc S A)

Further Action; Reasonable Best Efforts. Upon the --------------------------------------- terms and subject to the conditions hereof, each of the parties hereto shall (i) use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the Transactions, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities each Governmental Entity and parties to contracts with the Company and the Subsidiaries as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case at any time after the Effective Time any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement and the Surviving Corporation shall use their reasonable best efforts to take all such action.

Appears in 1 contract

Samples: Merger Agreement (Rhone Poulenc S A)

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereofof this Agreement, each of the parties hereto Parties shall use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations Laws or otherwise to consummate and make effective the Transactions, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits), consents, approvals, authorizations, qualifications and orders of governmental authorities Governmental Authorities and parties to contracts with the Company and the Subsidiary as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the Merger. In case case, at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement Party shall use their reasonable best efforts to take all such action.

Appears in 1 contract

Samples: Merger Agreement (Ddi Corp)

Further Action; Reasonable Best Efforts. Upon the terms and subject to the conditions hereofof this Agreement, each of the parties hereto shall (and shall cause each of its affiliates to) use its reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all such things as are necessary, proper or advisable under applicable laws and regulations Laws, or otherwise to consummate and make effective the TransactionsTransactions as promptly as practicable, including, without limitation, using its reasonable best efforts to obtain all licenses, permits (including, without limitation, Environmental Permits)permits, consents, approvals, authorizations, qualifications and orders of governmental authorities Governmental Authorities and parties to contracts with the Company as are necessary for the consummation of the Transactions and to fulfill the conditions to the Offer and the MergerTransactions. In case case, at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purposes of this Agreement, the proper officers and directors of each party to this Agreement shall use their reasonable best efforts to take all such action.

Appears in 1 contract

Samples: Business Combination Agreement (Mobix Labs, Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!