Support of Transaction. Without limiting any covenant contained in Article VIII or Article IX, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror or the Company or their respective Affiliates are required to obtain in order to consummate the Transactions, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that the Company shall not be required to act or omit to take any action that would constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.4.
Appears in 2 contracts
Samples: Business Combination Agreement (DUET Acquisition Corp.), Business Combination Agreement (Fat Projects Acquisition Corp)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (ACE Convergence Acquisition Corp.), Agreement and Plan of Merger (ACE Convergence Acquisition Corp.)
Support of Transaction. Without limiting any covenant Subject to the covenants contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would in compliance with this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Xos, Inc.), Agreement and Plan of Merger (NextGen Acquisition Corp)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its the Company Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Inpixon), Agreement and Plan of Merger (KINS Technology Group, Inc.)
Support of Transaction. Without limiting any covenant contained in Article VIII VI, or Article IX, VII Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain as soon as practicable all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMergers, and (b) take such other action as soon as practicable as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by (i) the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and 6.1 or (ii) Acquiror shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 9.47.5.
Appears in 2 contracts
Samples: Business Combination Agreement (Freedom Acquisition I Corp.), Business Combination Agreement (Freedom Acquisition I Corp.)
Support of Transaction. Without limiting any covenant contained in Article VIII VI, or Article IX, VII Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Social Capital Hedosophia Holdings Corp. II)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would Acquiror under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act 6.1 or omit to take any action that would constitute a breach of Section 9.47.5, respectively.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Welsbach Technology Metals Acquisition Corp.)
Support of Transaction. Without limiting any covenant contained in Article VIII VI, or Article IXVII, unless otherwise mutually agreed by Acquiror and the Company, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain as soon as practicable all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMergers, and (b) take such other action as soon as practicable as may be reasonably necessary necessary, or as another a party hereto may reasonably request to satisfy the conditions to the obligations of the other parties set forth in Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Reinvent Technology Partners Z)
Support of Transaction. Without limiting any covenant contained in Article VIII ARTICLE VI, or Article IXARTICLE VII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI ARTICLE IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Colonnade Acquisition Corp.)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Members shall, and the Members shall cause the Company shall to, each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror Acquiror, the Members or the Company or their respective Affiliates are required to obtain in order to consummate the Transactionstransactions contemplated hereby, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Members or the Company shall not be required to act or omit to take any action that would in compliance with this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Equity Purchase Agreement (Waldencast Acquisition Corp.)
Support of Transaction. Without limiting any covenant contained in Article VIII VI, or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain as soon as practicable all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as soon as practicable as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions to the obligations of the other parties set forth in Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Reinvent Technology Partners Y)
Support of Transaction. Without limiting any covenant contained in Article VIII VI, or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would Acquiror under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act 6.1 or omit to take any action that would constitute a breach of Section 9.47.5, respectively.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Welsbach Technology Metals Acquisition Corp.)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror or the Company or their respective Affiliates are required to obtain in order to consummate the Transactions, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that the Company shall not be required to act or omit to take any action that would constitute a breach of Section 8.1 6.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.47.4.
Appears in 1 contract
Samples: Business Combination Agreement (Aura Fat Projects Acquisition Corp)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would in compliance with this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Waldencast Acquisition Corp.)
Support of Transaction. Without limiting any covenant contained in Article VIII VII, or Article IXVIII, Acquiror HoldCo, SPAC (subject to its right of Permitted Withdrawal only), Merger Sub and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror SPAC, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI X or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable (including any applicable actions or filings required under or in connection with the NSIB). Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 9.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.47.1.
Appears in 1 contract
Samples: Business Combination Agreement and Plan of Merger (SC Health Corp)
Support of Transaction. Without limiting any covenant contained in Article VIII VI, or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain as soon as practicable all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as soon as practicable as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Reinvent Technology Partners)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror or Acquiror, the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would Acquiror under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act 6.1 or omit to take any action that would constitute a breach of Section 9.47.5, respectively.
Appears in 1 contract
Samples: Agreement and Plan of Merger (BowX Acquisition Corp.)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain as soon as practicable all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as soon as practicable as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Growth for Good Acquisition Corp)
Support of Transaction. Without limiting any covenant contained in Article VIII VI, or Article IX, VII Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain as soon as practicable all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as soon as practicable as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Social Capital Hedosophia Holdings Corp. V)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use reasonable best efforts to obtain as soon as practicable all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMergers, and (b) take such other action as soon as practicable as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that practicable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would under this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Social Capital Hedosophia Holdings Corp. III)
Support of Transaction. Without limiting any covenant contained in Article VIII VI or Article IXVII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to, to (a) use commercially reasonable best efforts to obtain all material consents and approvals of third parties that any of Acquiror Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the TransactionsMerger, and (b) take such other action as may be reasonably necessary or as another party hereto may reasonably request to satisfy the conditions of Article XI IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable; provided that . Notwithstanding anything to the contrary contained herein, no action taken by the Company shall not be required to act or omit to take any action that would in compliance with this Section 8.3 will constitute a breach of Section 8.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 9.46.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (NextGen Acquisition Corp. II)