Necessary Assurances. To take, or cause to be taken, all actions and to do, or cause to be done, all things reasonably necessary or desirable under applicable laws and regulations to consummate the transactions contemplated by this Agreement expeditiously, including executing and delivering such further documents, certificates, applications and agreements as reasonably may be necessary or desirable.
Necessary Assurances. 1. Media Company represents and warrants that: (i) it has all necessary permits, licenses, and clearances to sell the Deliverables specified on the IO in accordance with this Agreement; (ii) it has the full right, power and authority to enter into and perform the Agreement; (iii) its performance of the Agreement does not breach its other agreements with Third Parties; and (iv) the Sites comply with Applicable Laws.
Necessary Assurances. Subject to the terms and conditions of this Agreement, Parent, Newco, Acquisition and the Company, and following the Effective Time, the Surviving Corporation, shall cooperate with one another and use reasonable efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things reasonably necessary or desirable under applicable laws and regulations to consummate the transactions contemplated by this Agreement, including the execution and delivery of such other documents, certificates, applications, agreements and other writings and the taking of such other actions as may be reasonably necessary or desirable to consummate the Merger or implement expeditiously the transactions contemplated under this Agreement.
