Common use of Reasonable Efforts; Further Assurances; Cooperation Clause in Contracts

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto shall use all reasonable efforts to perform their obligations herein and to take, or cause to be taken, or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein to be carried out promptly in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including without limitation:

Appears in 6 contracts

Samples: Acquisition Agreement (VRDT Corp), Share Exchange Agreement (Spacial Corp), Agreement of Purchase (Walker Financial Corp)

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Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto shall each use all reasonable their reasonable, good faith efforts to perform their obligations herein and to take, or cause to be taken, taken or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein to be carried out promptly effected on the Closing Date in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including without limitation:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Mikes Original Inc), Asset Purchase Agreement (Mikes Original Inc), Asset Purchase Agreement (Mikes Original Inc)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Asset Purchase Agreement, the parties hereto shall each use all their reasonable efforts to perform their obligations herein and to take, or cause to be taken, taken or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange covenants hereunder and the other transactions contemplated herein to be carried out promptly in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Asset Purchase Agreement, including without limitation:.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Basic Care Networks Inc), Asset Purchase Agreement (Basic Care Networks Inc)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto shall Parties will each use all reasonable their reasonable, good faith efforts to perform their obligations herein in this Agreement and to take, or cause to be taken, or and do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all consents required as described on Schedule 4.12(b) and all regulatory approvals (including, but not limited to those identified in Sections 4.3 and 5.2) and to satisfy all conditions to the their respective obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein in this Agreement to be carried out promptly effected in accordance with the terms hereof of this Agreement and shall will cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including including, without limitation:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Commerce Planet), Asset Purchase Agreement (Commerce Planet)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto hereby shall each use all their reasonable efforts to perform their obligations herein and to take, or cause to be taken, taken or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange Merger and the other transactions contemplated herein to be carried out promptly in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including without limitation:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Reconditioned Systems Inc)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the The parties hereto shall each use all commercially reasonable efforts to perform their obligations herein and to take, or cause to be taken, or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein to be carried out promptly effected on or prior to the applicable Termination Date pursuant to Section 8.1(d) in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection to take with any steps required to be taken as a part of their respective obligations under this Agreement, including including, without limitation:

Appears in 1 contract

Samples: Asset Purchase Agreement (Monro Muffler Brake Inc)

Reasonable Efforts; Further Assurances; Cooperation. (a) Subject to the other provisions of this Agreement, the parties hereto shall each use all reasonable their reasonable, good faith efforts to perform their obligations herein and to take, or cause to be taken, or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein to be carried out promptly effected on or prior to February 3, 1997, in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including including, without limitation:

Appears in 1 contract

Samples: Asset Purchase Agreement (Dan River Inc /Ga/)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto shall each use all their commercially reasonable efforts to perform their obligations herein and to take, or cause to be taken, taken or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law Law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein to be carried out promptly effected, in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including without limitation:

Appears in 1 contract

Samples: Asset Purchase Agreement (Rock-Tenn CO)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto Parties shall each use all their reasonable best efforts to perform their obligations herein in this Agreement and to take, or cause to be taken, taken or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law Law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange Merger and the other transactions contemplated herein in this Agreement to be carried out promptly in accordance with the terms hereof of this Agreement and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including without limitation:

Appears in 1 contract

Samples: Agreement and Plan of Merger (ZAGG Inc)

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Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto shall use all reasonable efforts to perform their obligations herein and to take, or cause to be taken, or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange Merger and the other transactions contemplated herein to be carried out promptly in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, the Newco shareholder, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including without limitation:

Appears in 1 contract

Samples: Exhibit 1 Agreement and Plan of Merger (Security Biometrics Inc)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto shall Parties will each use all reasonable their reasonable, good faith efforts to perform their obligations herein in this Agreement and to take, or cause to be taken, or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein in this Agreement to be carried out promptly effected on or prior to the Closing Date, in accordance with the terms hereof of this Agreement and shall will cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including including, without limitation:

Appears in 1 contract

Samples: Asset Purchase Agreement (Consolidated Stainless Inc)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto shall Parties will each use all reasonable their reasonable, good faith efforts to perform their obligations herein in this Agreement and to take, or cause to be taken, or and do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law Applicable Law to obtain all regulatory approvals and to satisfy all conditions to the their respective obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein in this Agreement to be carried out promptly effected, in accordance with the terms hereof of this Agreement and shall will cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including including, without limitation:

Appears in 1 contract

Samples: Asset Purchase Agreement (Chase Corp)

Reasonable Efforts; Further Assurances; Cooperation. Subject to the other provisions of this Agreement, the parties hereto each Party shall use all its commercially reasonable efforts to perform their its obligations herein under this Agreement and to take, or cause to be taken, or and do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law Law to obtain all regulatory approvals and to satisfy all conditions to the its respective obligations of the parties under this Agreement and to cause the Exchange and the other transactions contemplated herein in this Agreement to be carried out promptly effected as soon as practicable, in accordance with the terms hereof of this Agreement and shall will cooperate fully with each other and their respective officers, directors, managers, employees, agents, counsel, accountants and other designees in connection with any reasonable steps required to be taken as a part of their respective obligations under this Agreement, including without limitationincluding:

Appears in 1 contract

Samples: Asset Purchase Agreement (Durect Corp)

Reasonable Efforts; Further Assurances; Cooperation. (a) Subject to the other provisions of this Agreement, the parties hereto shall each use all reasonable their reasonable, good faith efforts to perform their obligations herein and to take, or cause to be taken, taken or do, or cause to be done, all things reasonably necessary, proper or advisable under applicable law to obtain all regulatory approvals and satisfy all conditions to the obligations of the parties under this Agreement and to cause the Exchange Merger and the other transactions contemplated herein to be carried out promptly effected on or prior to January 31, 1997 in accordance with the terms hereof and shall cooperate fully with each other and their respective officers, directors, employees, agents, counsel, accountants and other designees in connection with any steps required to be taken as a part of their respective obligations under this Agreement, including without limitation:

Appears in 1 contract

Samples: Merger Agreement (Harbinger Corp)

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