Support of Transaction. Subject to the covenants contained in Article VI or Article VII, 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with this Section 8.3 will constitute a breach of Section 6.1.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Xos, Inc.), Agreement and Plan of Merger (NextGen Acquisition Corp)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article VII, Acquiror and the Company shall each, and each shall cause its the Company 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (KINS Technology Group, Inc.), Agreement and Plan of Merger (Inpixon)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI VIII or Article VIIIX, 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 MergerTransactions, 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 IX XI or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by ; provided that the Company in compliance with this Section 8.3 will shall not be required to act or omit to take any action that would constitute a breach of Section 6.18.1 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. Subject to the covenants Without limiting any covenant contained in Article VI VI, or Article VII, VII Acquiror and the Company shall each, and each shall cause its Subsidiaries 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 MergerMergers, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by (i) the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.16.1 or (ii) Acquiror under this Section 8.3 will constitute a breach of Section 7.5.
Appears in 2 contracts
Samples: Business Combination Agreement (Freedom Acquisition I Corp.), Business Combination Agreement (Freedom Acquisition I Corp.)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article VII, 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
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. Subject to the covenants Without limiting any covenant contained in Article VI VII, or Article VIIVIII, 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 (a) use reasonable best efforts to obtain all material consents and approvals of third parties that any of AcquirorSPAC, or the Company or their respective Affiliates are required to obtain in order to consummate the Merger, 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 IX X or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable (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 in compliance with under this Section 8.3 9.3 will constitute a breach of Section 6.17.1.
Appears in 1 contract
Samples: Business Combination Agreement and Plan of Merger (SC Health Corp)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article 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 MergerTransactions, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by ; provided that the Company in compliance with this Section 8.3 will shall not be required to act or omit to take any action that would constitute a breach of Section 6.16.1 and Acquiror shall not be required to act or omit to take any action that would constitute a breach of Section 7.4.
Appears in 1 contract
Samples: Business Combination Agreement (Aura Fat Projects Acquisition Corp)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article VII, Acquiror and the Members shall, and the Members shall cause the Company shall to, each, and each shall cause its Subsidiaries to (a) use reasonable best efforts to obtain all material consents and approvals of third parties (including any Governmental Authority) that any of Acquiror, the Members or the Company or their respective Affiliates are required to obtain in order to consummate the Mergertransactions 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Members or the Company in compliance with this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Equity Purchase Agreement (Waldencast Acquisition Corp.)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI VI, or Article VII, VII 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Social Capital Hedosophia Holdings Corp. II)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI VI, or Article VII, VII Acquiror and the Company shall each, and each shall cause its Subsidiaries 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Social Capital Hedosophia Holdings Corp. V)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article VII, Acquiror and the Company shall each, and each shall cause its Subsidiaries 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 MergerMergers, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Social Capital Hedosophia Holdings Corp. III)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article VII, Acquiror and the Company shall each, and each shall cause its Subsidiaries 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Growth for Good Acquisition Corp)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI VI, or Article VII, unless otherwise mutually agreed by Acquiror and the Company, Acquiror and the Company shall each, and each shall cause its Subsidiaries 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 MergerMergers, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Reinvent Technology Partners Z)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI VI, or Article VII, Acquiror and the Company shall each, and each shall cause its Subsidiaries 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Reinvent Technology Partners)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article VII, 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 (including any Governmental Authority) that any of Acquiror, or the Company or their respective Affiliates are required to obtain in order to consummate the Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Waldencast Acquisition Corp.)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article VII, Acquiror and the Company shall each, and each shall cause its Subsidiaries to (a) use commercially 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (NextGen Acquisition Corp. II)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article VII, 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with or Acquiror under this Section 8.3 will constitute a breach of Section 6.16.1 or Section 7.5, respectively.
Appears in 1 contract
Samples: Agreement and Plan of Merger (BowX Acquisition Corp.)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI ARTICLE VI, or Article ARTICLE VII, 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 Merger, 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 ARTICLE IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Colonnade Acquisition Corp.)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI or Article 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with or Acquiror under this Section 8.3 will constitute a breach of Section 6.16.1 or Section 7.5, respectively.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Welsbach Technology Metals Acquisition Corp.)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI VI, or Article VII, 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with or Acquiror under this Section 8.3 will constitute a breach of Section 6.16.1 or Section 7.5, respectively.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Welsbach Technology Metals Acquisition Corp.)
Support of Transaction. Subject to the covenants Without limiting any covenant contained in Article VI VI, or Article VII, Acquiror and the Company shall each, and each shall cause its Subsidiaries 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 Merger, 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 IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicablepracticable and in accordance with all applicable Law. Notwithstanding anything to the contrary contained herein, no action taken by the Company in compliance with under this Section 8.3 will constitute a breach of Section 6.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Reinvent Technology Partners Y)