Common use of Taking of Necessary Action; Further Action Clause in Contracts

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following the Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC and Merger Sub, the officers, directors, managers and members, as applicable, (or their designees) of SPAC, Merger Sub and the Company are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following or the Merger Surviving Entity with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC Purchaser, the Company, First Merger Sub and Second Merger Sub, the officersofficers and directors of Purchaser, directorsthe Company, managers and members, as applicable, (or their designees) of SPAC, First Merger Sub and the Company Second Merger Sub are fully authorized in the name of their respective corporations or otherwise entities to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Purchaser Surviving Subsidiary and Company following the Merger Surviving Subsidiary with full right, title and possession to all assets, property, rights, agreements, privileges, powers and franchises of SPAC Purchaser Merger Sub and Company Merger Sub, respectively, the officersthen current officers and directors of Purchaser Surviving Subsidiary, directors, managers Company Surviving Subsidiary and members, as applicable, (or their designees) of SPAC, Merger Sub and the Company are fully authorized in the name of their respective corporations or otherwise to take, and will take, Pubco shall take all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Merger Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Merger Surviving Company following the Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC and Merger Sub, the officers, directors, managers officers and directors or members, as applicable, applicable (or their designees) of SPAC, the Merger Sub and the Surviving Company are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following the Merger Entity with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC the Company and Merger Sub, the officers, directors, managers officers and members, as applicable, (or their designees) directors of SPAC, the Company and Merger Sub and the Company are fully authorized in the name of their respective corporations or otherwise to take, and will take, take all such lawful and necessary action, so long as such action is not inconsistent consistent with this Agreement. Parent shall cause Merger Sub to perform fully all of its obligations relating to this Agreement and the transactions contemplated hereby.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the respective Surviving Company following the Merger Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC Omega and Omega Merger Sub, on the officersone hand, directorsand Online and Online Merger Sub, managers on the other hand, the officers and membersdirectors of Omega, as applicableOnline, (or their designees) of SPAC, Newco and Merger Sub and the Company Subs are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this AgreementAgreement and provided that any action taken by Merger subs must be duly authorized by Newco.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following the Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC and Merger Sub, the officers, directors, managers and members, as applicable, (or their designees) of SPAC, Merger Sub Sub, Newco and the Company Target are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the First Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company Entity following the Merger Mergers with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC the Company, Merger Sub and Merger SubSub II, the officers, directors, managers officers and directors or members, as applicable, (or their designees) of SPACthe Company, Merger Sub and the Company Merger Sub II are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time and from time to time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest in the Surviving Company following the Merger with Entity or its successor full right, title and possession to of all assets, propertyproperties, rights, privileges, powers and franchises of SPAC the Company and Merger Sub, the officers, directors, managers officers and members, as applicable, directors of the Surviving Entity (or their designeesof its successor) of SPAC, Merger Sub shall be and the Company are fully authorized and directed, in the name of their respective corporations or otherwise and on behalf of each of the Company and Merger Sub, to take, and will takeor to cause to be taken, all such lawful and necessary action, so long action as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Acquiror Surviving Subsidiary and Company following the Merger Surviving Subsidiary with full right, title and possession to all assets, property, rights, agreements, privileges, powers and franchises of SPAC Acquiror Merger Sub and Company Merger Sub, respectively, the officersthen current officers and directors of Acquiror Surviving Subsidiary, directors, managers and members, as applicable, (or their designees) of SPAC, Merger Sub and the Company are fully authorized in the name of their respective corporations or otherwise to takeSurviving Subsidiary, and will take, Holdings shall take all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective TimeClosing, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following the Merger Entity with full right, title and interest in, to and under, or possession to of, all assets, property, rights, privileges, powers and franchises of SPAC and Merger Sub, the officers, directors, managers and members, as applicable, (or their designees) of SPACCompany, Merger Sub and Merger Sub II, the Company officers and managers of the Surviving Entity are fully authorized in the name and on behalf of their respective corporations the Company, Merger Sub and Merger Sub II, to take all lawful action necessary or otherwise desirable to take, and will take, all accomplish such lawful and necessary actionpurpose or acts, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following or the Merger Second Surviving Company with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC Purchaser, the Company, First Merger Sub and Second Merger Sub, the officersofficers and directors of Purchaser, directorsthe Company, managers and members, as applicable, (or their designees) of SPAC, First Merger Sub and the Company Second Merger Sub are fully authorized in the name of their respective corporations or otherwise entities to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, If at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest (a) the Surviving Company following the Merger Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC the Company and MergerSub or (b) the Sellers with the Merger SubConsideration as described in Sections 2.6 and 2.7, the officersofficers and directors of the Company, directors, managers Purchaser and members, as applicable, (or their designees) of SPAC, Merger Sub and the Company MergerSub are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporations or the Company following the Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC Consonus and Merger SubSTI, as the case may be, the officersofficers and directors of the Company, directorsConsonus, managers and members, as applicable, (or their designees) of SPAC, Merger Sub STI and the Company Merger Subs are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following the Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC and Merger Sub, the officers, directors, managers and members, as applicable, (or their designees) of SPAC, Merger Sub and the Company Target are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company Corporation following the First Merger and the Surviving Entity following the Second Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC the Company and the Merger SubSubs, the officers, directors, managers officers and members, directors or members (as applicable, (or their designees) of SPAC, Merger Sub the Company and the Company Merger Subs are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective TimeTime or Subsequent Effective Time (as applicable), any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following the Merger with full right, title and interest in, to and under, and/or possession to of, all assets, property, rights, privileges, powers and franchises of SPAC and Merger Sub, Merger Sub 2 and Holdco, the officers, directors, managers officers and members, as applicable, (or their designees) directors of SPACMerger Sub, Merger Sub 2 and the Company Holdco (as applicable) are fully authorized in the name of their respective corporations exempted companies or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Second Merger Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following or the Merger Surviving Entity with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC Purchaser, the Company, First Merger Sub and Second Merger Sub, the officersofficers and directors of Purchaser, directorsthe Company, managers and members, as applicable, (or their designees) of SPAC, First Merger Sub and the Company Second Merger Sub are fully authorized in the name of their respective corporations or otherwise entities to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company Entity following the Merger with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC the Company, Merger Sub I and Merger SubSub II, the officers, directors, managers officers and directors or members, as applicable, (or their designees) of SPACthe Company, Merger Sub I and the Company Merger Sub II are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time or the Second Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company Corporation following the First Merger and the Surviving Entity following the Second Merger with full right, title and possession to all assets, property, rights, privilegesprivileges and powers of the Company, powers First Merger Sub and franchises of SPAC and Second Merger Sub, the officers, directors, managers officers and members, as applicable, directors (or their designees) of SPACthe Company, First Merger Sub and the Company Second Merger Sub are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, If at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following the Merger Entity with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC and Target, Parent, Merger Sub, and the Surviving Entity and the officers, directors, directors and managers and members, as applicable, (or their designees) of SPACParent, Merger Sub and the Company Surviving Entity are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent with this Agreement.

Taking of Necessary Action; Further Action. If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Company following the Merger Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of SPAC Seller and Merger Sub, and to vest the officersBuyer Common Stock contemplated hereby in the Seller Stockholders, directors, managers the officers and members, as applicable, (or their designees) directors of SPAC, Seller and Merger Sub and the Company are fully authorized in the name of their respective corporations or otherwise to take, and will take, all such lawful and necessary action, so long as such action is not inconsistent consistent with this Agreement.