SELLER'S EFFORTS. The Company and Seller shall use all reasonable ---------------- efforts to cause all conditions for the Closing to be met.
SELLER'S EFFORTS. The Sellers shall use their reasonable commercial efforts to consummate the transactions contemplated by this Agreement and shall not take any action inconsistent with their obligations hereunder or which could hinder or delay the consummation of the transactions contemplated hereby except as permitted in Section 5.5. From the date hereof through the Closing Date, the Sellers shall use their reasonable commercial efforts to fulfill the conditions precedent to their obligations hereunder.
SELLER'S EFFORTS. TO CLOSE Seller shall use its reasonable commercial efforts to satisfy all the conditions precedent set forth in Paragraph 9 to the extent that Seller's action or inaction can control or influence the satisfaction of such conditions.
SELLER'S EFFORTS. If the manufacture, service, import, support, distribution, use or sale of the Product is enjoined or becomes the subject of a claim of infringement, Seller shall obtain such licenses, or make such replacements or modifications, as are necessary to the continue the manufacture, use, service, import, support, distribution, or sale of the Product without infringement and in compliance with the Specifications. If Seller is unable to achieve either of the foregoing within thirty (30) days after receipt of notice thereof, Seller shall promptly refund to Cisco the invoiced purchase price, plus all shipping, storage, and associated costs, of any Products returned freight collect to Seller which Cisco or its customers are legally prohibited from selling or using. Nothing in this paragraph shall limit any other remedy of Cisco.
SELLER'S EFFORTS. Seller agrees to use reasonable efforts in good faith to satisfy the various conditions to Closing and to consummate the transactions provided for herein as expeditiously as possible. Seller will not take or knowingly permit to be taken any action that would be in breach of the terms or provisions of this Agreement or that would cause any of its representations and warranties contained herein to be or become untrue.
SELLER'S EFFORTS. Before the Closing, Sellers shall use their best efforts to obtain consents and approvals to the assignment of the agreements identified on SCHEDULE 1.2(B) which shall include, but not be limited to, the Asset Purchase Agreements, Employment Contract and Management Contract (collectively "MATERIAL CONSENTS") and otherwise shall obtain the consents and waivers necessary to sell, assign, convey, set over, deliver and transfer all rights, title and interests to the Assets to Purchaser. Purchaser agrees to cooperate and supply relevant information to third parties in order to assist Seller in obtaining any such consents or waivers.
SELLER'S EFFORTS. The Buyer, the Company and the Sellers shall use all reasonable efforts to cause all conditions for the Closing set forth in Section 7.1 to be met.
SELLER'S EFFORTS. Seller shall use its reasonable best efforts to ensure that the holder of the first lien on the Property (and any other applicable lender parties) give their consent to the conditions in Section 3.07(a) above.
SELLER'S EFFORTS. Seller shall use its good faith efforts to obtain, deliver or cause the issuance of the items described in Sections 4.1.1-4.1.4, and 4.1.6-4.1.8 as soon as practicable.
SELLER'S EFFORTS. Before the Closing, Seller and Parent shall use their best efforts to obtain consents and approvals to the assignment of the agreements identified on SCHEDULE 1.2(B) which shall include, but not be limited to, the Hospital Contracts and IDTFs Contracts (collectively "MATERIAL CONSENTS") and otherwise shall obtain the consents and waivers necessary to sell, assign, convey, set over, deliver and transfer all rights, title and interests to the Assets to Purchaser. Purchaser agrees to cooperate and supply relevant information to third parties in order to assist Seller in obtaining any such consents or waivers.
