Common use of Purpose and Effective Date Clause in Contracts

Purpose and Effective Date. 2.1 The parties have merged their businesses with a view to achieving the objectives described in the circular dated 30 October 1992 to the holders of shares and bearer depository receipts in NV and to the holders of shares in PLC. The Original Governing Agreement governs aspects of the relations between them following the merger. 2.2 This Agreement will become effective on resolutions approving the execution and performance of this Agreement by each party being passed by each party’s shareholders in annual general meeting. 2.3 The provisions of this Agreement shall supersede the provisions of the Original Governing Agreement with effect from the date on which the last of the resolutions referred to in clause 2.2 is passed but this shall be without prejudice to the accrued (whether or not asserted) rights of either of the parties under the Original Governing Agreement. 2.4 PLC and NV acting in good faith shall each do or procure to be done all such acts and things as may be necessary or desirable, to ensure so far as practicable the complete and punctual fulfilment, observance and performance of the provisions of this Agreement, and shall each exercise all voting rights and powers, direct or indirect, available to it in relation to any of its subsidiaries or to any member of the Xxxx Elsevier Group or the Finance Group, to ensure so far as practicable that members of the Xxxx Elsevier Group and the Finance Group perform all obligations owed to PLC or NV and generally that full effect is given to this Agreement.

Purpose and Effective Date. 2.1 The parties have merged their businesses with a view to achieving the objectives described in the circular dated 30 October 1992 to the holders of shares and bearer depository receipts in NV and to the holders of shares in PLC. The Original Governing Agreement governs aspects of the relations between them following the merger. 2.2 This Agreement will become effective on resolutions approving the execution and performance of this Agreement by each party being passed by each party’s shareholders in annual general meeting. 2.3 The provisions of this Agreement shall supersede the provisions of the Original Governing Agreement with effect from the date on which the last of the resolutions referred to in clause 2.2 is passed and all amendments thereto but this shall be without prejudice to the accrued (whether or not asserted) rights of either of the parties under the Original Governing AgreementAgreement as previously amended from time to time. 2.4 2.3 PLC and NV acting in good faith shall each do or procure to be done all such acts and things as may be necessary or desirable, to ensure so far as practicable the complete and punctual fulfilment, observance and performance of the provisions of this Agreement, and shall each exercise all voting rights and powers, direct or indirect, available to it in relation to any of its subsidiaries or to any member of the Xxxx Elsevier Group or the Finance Group, to ensure so far as practicable that members of the Xxxx Elsevier Group and the Finance Group perform all obligations owed to PLC or NV and generally that full effect is given to this Agreement.

Purpose and Effective Date. 2.1 The parties have merged their businesses with a view to achieving the objectives described in the circular dated 30 October 1992 to the holders of shares and bearer depository receipts in NV Elsevier and to the holders of shares in PLCXxxx. The Original Governing Agreement governs aspects of the relations between them following the merger. 2.2 This Agreement will become effective on resolutions approving the execution and performance of this Agreement by each party being passed by each party’s 's shareholders in annual general meeting. 2.3 The provisions of this Agreement shall supersede the provisions of the Original Governing Agreement with effect from the date on which the last of the resolutions referred to in clause 2.2 is passed but this shall be without prejudice to the accrued (whether or not asserted) rights of either of the parties under the Original Governing Agreement. 2.4 PLC Xxxx and NV Elsevier acting in good faith shall each do or procure to be done all such acts and things as may be necessary or desirable, to ensure so far as practicable the complete and punctual fulfilment, observance and performance of the provisions of this Agreement, and shall each exercise all voting rights and powers, direct or indirect, available to it in relation to any of its subsidiaries or to any member of the Xxxx Elsevier Group or the Finance Group, to ensure so far as practicable that members of the Xxxx Elsevier Group and the Finance Group perform all obligations owed to PLC Xxxx or NV Elsevier and generally that full effect is given to this Agreement.