Common use of Further Assurances and Actions Clause in Contracts

Further Assurances and Actions. (a) Subject to the terms and conditions herein, each party hereto agrees to use its commercially reasonable efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things reasonably necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement, including, without limitation, to fulfill all conditions precedent applicable to such party pursuant to this Agreement and to execute, acknowledge and deliver in proper form any further documents, certificates, agreements and other writings, and take such other action as such other party may reasonably require, in order to effectively carry out the intent of this Agreement. (b) In case at any time after the Closing any further action is necessary to carry out the purposes of this Agreement or to vest Buyer with full title to all properties, assets, rights, approvals, immunities, franchises of any of the parties to the Closing, the proper officers and/or directors of Buyer and the particular Seller shall take all reasonable actions and such Seller shall bear the cost of any such necessary action; provided that, if such action is necessary due to events or circumstances particular to Buyer, Buyer shall bear the cost of such action.

Further Assurances and Actions. (a) Subject to the terms and conditions herein, each party of the parties hereto agrees to use its commercially reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things reasonably necessary, proper or advisable under applicable Laws to consummate and make effective the transactions contemplated by this Agreement, including, without limitation, to fulfill all conditions precedent applicable to such party pursuant to this Agreement and to execute, acknowledge and deliver in proper form any further documents, certificates, agreements and other writings, and take such other action as such other party may reasonably require, in order to effectively carry out the intent of this Agreement. (b) In case at any time after the Closing any further action is necessary to carry out the purposes of this Agreement or to vest Buyer Parent with full title to all properties, assets, rights, approvals, immunities, franchises of any of the parties to the Closing, the proper officers and/or directors of Buyer Parent and the particular Seller shall take all reasonable actions such necessary action and such individual Seller shall bear the cost of any such necessary action; provided thatprovided, that if such action is necessary due to events or circumstances particular to BuyerParent, Buyer Parent shall bear the cost of such action.

Further Assurances and Actions. (a) Subject to the terms and conditions herein, each party hereto agrees to use its commercially reasonable best efforts to take, or cause to be taken, all appropriate action, and to do, or cause to be done, all things reasonably necessary, proper or advisable under applicable Laws and regulations to consummate and make effective the transactions contemplated by this Agreement, including, without limitation, using its reasonable best efforts (i) to obtain all licenses, permits, consents, approvals, authorizations, qualifications and orders of Governmental Entities and parties to Contracts with each party hereto as are necessary for consummation of the transactions contemplated by this Agreement, and (ii) to fulfill all conditions precedent applicable to such party pursuant to this Agreement and to execute, acknowledge and deliver in proper form any further documents, certificates, agreements and other writings, and take such other action as such other party may reasonably require, in order to effectively carry out the intent of this Agreement. (b) In case at any time after the Closing any further action is necessary to carry out the purposes of this Agreement or to vest Buyer with full title to all properties, assets, rights, approvals, immunities, franchises of any of the parties to the ClosingShares, the proper officers and/or directors of Buyer and the particular Seller shall take all reasonable actions action reasonably necessary (including executing and such Seller shall bear the cost of any such necessary actiondelivering further notices, assumptions, releases and acquisitions); provided thatprovided, that if such action is necessary due to events or circumstances particular to Buyer, Buyer shall bear the cost of such action.