Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership and their respective Subsidiaries will cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent and the Partnership has the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties agrees to act reasonably and promptly. Each Party agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Targa Resources Corp.), Agreement and Plan of Merger (Targa Resources Corp.), Agreement and Plan of Merger (Atlas Pipeline Partners Lp)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent PAA and the Partnership MLP and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and Merger Transactions, to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent PAA and the Partnership has MLP shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, information with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this AgreementMerger Transactions. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this AgreementMerger Transactions, and each Party party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated herebyMerger Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Plains All American Pipeline Lp), Agreement and Plan of Merger (Paa Natural Gas Storage Lp)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership Company and their respective Subsidiaries will cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties Third Parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent and the Partnership Company has the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party Third Party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties agrees to act reasonably and promptly. Each Party agrees that it will consult with the Other Parties Party with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties Third Parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other Parties Party apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Noble Energy Inc), Agreement and Plan of Merger (Clayton Williams Energy Inc /De)
Third Party Approvals. (a) Subject to the terms CEQP and conditions of this Agreement, Parent and the Partnership Midstream and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent CEQP and the Partnership has Midstream shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Regulatory Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties other parties hereto with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Regulatory Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party party will keep the Other Parties other parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Crestwood Midstream Partners LP), Agreement and Plan of Merger
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership and their respective Subsidiaries will cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger Transactions to be consummated as expeditiously as practicable. Each of Parent and the Partnership has the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties hereto agrees to act reasonably and promptly. Each Party hereto agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Purchase Agreement and Plan of Merger, Purchase Agreement and Plan of Merger (LRR Energy, L.P.)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership Company and their respective Subsidiaries will cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities Entities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permitspermits (including Environmental Permits), consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent and the Partnership Company has the right to review in advance, and and, to the extent practicable practicable, each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities Entities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties hereto agrees to act reasonably and promptly. Each Party hereto agrees that it will consult with the Other Parties Party with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities Entities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other Parties Party apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bonanza Creek Energy, Inc.), Agreement and Plan of Merger (Sandridge Energy Inc)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent VNR and the Partnership ENP and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent VNR and the Partnership has ENP shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Encore Energy Partners LP), Agreement and Plan of Merger (Vanguard Natural Resources, LLC)
Third Party Approvals. (a) Subject to the terms Inergy and conditions of this Agreement, Parent and the Partnership Holdings and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated and the Inergy Amended and Restated Partnership Agreement to be effective as expeditiously as practicable. Each of Parent Inergy and the Partnership has Holdings shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Regulatory Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties other parties hereto with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Regulatory Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party party will keep the Other Parties other parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Inergy Holdings, L.P.), Agreement and Plan of Merger (Inergy L P)
Third Party Approvals. (a) Subject to the terms Partners and conditions of this Agreement, Parent and the Partnership Holdings and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated and the Partners Amended and Restated Partnership Agreement to be effective as expeditiously as practicable. Each of Parent Partners and the Partnership has Holdings shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Regulatory Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties other parties hereto with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Regulatory Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party party will keep the Other Parties other parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Penn Virginia GP Holdings, L.P.), Agreement and Plan of Merger (Buckeye GP Holdings L.P.)
Third Party Approvals. (a) Subject to the terms Energy Partners and conditions of this Agreement, Parent and the Partnership Hydrocarbon and their respective Subsidiaries will Subsidiaries, shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties and HSR approval necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Redemption and/or Merger to be consummated as expeditiously as practicable. Each of Parent Energy Partners and the Partnership has Hydrocarbon shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Regulatory Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties other parties hereto with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Regulatory Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party party will keep the Other Parties other parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Redemption and Merger (Markwest Hydrocarbon Inc), Agreement and Plan of Redemption and Merger (Markwest Energy Partners L P)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership and their respective Subsidiaries will cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement Transactions and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger Mergers to be consummated as expeditiously as practicable. Each of Parent and the Partnership has the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this AgreementTransactions. In exercising the foregoing right, each of the Parties agrees to act reasonably and promptly. Each Party agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this AgreementTransactions, and each Party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated herebyTransactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pope Resources LTD Partnership), Agreement and Plan of Merger (Rayonier Inc)
Third Party Approvals. (a) Subject to Each of the terms and conditions of this Agreement, Parent Partners Entities and the Partnership Company and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent the Partners Entities and the Partnership has Company shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties other parties hereto with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary necessary, proper or advisable to consummate the transactions contemplated by this Agreement, and each Party party will keep the Other Parties other parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Crude Carriers Corp.), Agreement and Plan of Merger (Capital Product Partners L.P.)
Third Party Approvals. (a) Subject to the terms Partners and conditions of this Agreement, Parent and the Partnership Xxxxxx and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent Partners and the Partnership has Xxxxxx shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Duncan Energy Partners L.P.)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent PNR and the Partnership MLP and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and Merger Transactions, to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent PNR and the Partnership has MLP shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, information with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this AgreementMerger Transactions. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this AgreementMerger Transactions, and each Party party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated herebyMerger Transactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pioneer Southwest Energy Partners L.P.)
Third Party Approvals. (a) Subject to the terms Partners and conditions of this Agreement, Parent and the Partnership OILT and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent Partners and the Partnership has OILT shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Enterprise Products Partners L P)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership and their respective Subsidiaries will cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent and the Partnership has the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties hereto agrees to act reasonably and promptly. Each Party hereto agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Eagle Rock Energy Partners L P)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership Company and their respective Subsidiaries will cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities Entities and third parties necessary to consummate the transactions contemplated by this Agreement Transactions and to comply with the terms and conditions of such permitspermits (including Environmental Permits), consents, approvals and authorizations and to cause the Merger Transactions to be consummated as expeditiously as practicable. Each of Parent and the Partnership Company has the right to review in advance, and and, to the extent practicable practicable, each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities Entities in connection with the transactions contemplated by this AgreementTransactions. In exercising the foregoing right, each of the Parties hereto agrees to act reasonably and promptly. Each Party hereto agrees that it will consult with the Other Parties Party with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities Entities necessary or advisable to consummate the transactions contemplated by this AgreementTransactions, and each Party will keep the Other Parties Party apprised of the status of material matters relating to completion of the transactions contemplated herebyTransactions. This Section 6.10 shall not apply to (i) approval under Antitrust Laws or (ii) approval of the SEC of the Proxy Statement.
Appears in 1 contract
Third Party Approvals. (a) Subject to the terms The Partnership and conditions of this Agreement, Parent and the Partnership NSH and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated and the Amended and Restated Partnership Agreement and the Amended and Restated NuStar GP LLC Agreement to be effective as expeditiously as practicable. Each of Parent and the Partnership has and NSH shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Regulatory Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties hereto agrees to act reasonably and promptly. Each Party agrees that it will consult with the Other other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Regulatory Table of Contents Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership Company and their respective Subsidiaries will cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent and the Partnership Company has the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, to all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties agrees to act reasonably and promptly. Each Party agrees that it will consult with the Other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Roan Resources, Inc.)
Third Party Approvals. (a) Subject to the terms and conditions of this Agreement, Parent and the Partnership Company and their respective Subsidiaries will cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities Entities and third parties necessary to consummate the transactions contemplated by this Agreement Transactions and to comply with the terms and conditions of such permitspermits (including Environmental Permits), consents, approvals and authorizations and to cause the Merger to be consummated as expeditiously as practicable. Each of Parent and the Partnership Company has the right to review in advance, and and, to the extent practicable practicable, each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities Entities in connection with the transactions contemplated by this AgreementTransactions. In exercising the foregoing right, each of the Parties hereto agrees to act reasonably and promptly. Each Party hereto agrees that it will consult with the Other Parties Party with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities Entities necessary or advisable to consummate the transactions contemplated by this AgreementTransactions, and each Party will keep the Other Parties Party apprised of the status of material matters relating to completion of the transactions contemplated herebyTransactions. This Section 6.10 shall not apply to (a) approval under Antitrust Laws or (b) approval of the SEC of the Proxy Statement.
Appears in 1 contract
Third Party Approvals. (a) Subject to the terms The Partnership and conditions of this Agreement, Parent and the Partnership NSH and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger to be consummated and the Amended and Restated Partnership Agreement and the Amended and Restated NuStar GP LLC Agreement to be effective as expeditiously as practicable. Each of Parent and the Partnership has and NSH shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Regulatory Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties hereto agrees to act reasonably and promptly. Each Party agrees that it will consult with the Other other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Regulatory Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 1 contract
Third Party Approvals. (a) Subject to the terms and conditions of this AgreementAgreement (including Section 6.5(f)), Parent and each of the Partnership and their respective Subsidiaries Parties will cooperate and use their respective commercially reasonable efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties necessary to consummate the transactions contemplated by this Agreement Transactions and to comply with the terms and conditions of such all material permits, consents, approvals and authorizations and to cause the Merger Transactions to be consummated as expeditiously as practicable. Each of Parent and the Partnership Parties has the right to review in advance, and to the extent practicable each will consult with the otherother Parties, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Authorities in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the Parties hereto agrees to act reasonably and promptly. Each Party hereto agrees that it will consult with the Other other Parties with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement, and each Party will keep the Other other Parties apprised of the status of material matters relating to completion of the transactions contemplated hereby.
Appears in 1 contract
Samples: Purchase Agreement and Plan of Merger (Arc Logistics Partners LP)
Third Party Approvals. (a) Subject to the terms Partners and conditions of this Agreement, Parent and the Partnership Holdings and their respective Subsidiaries will shall cooperate and use their respective commercially reasonable best efforts to prepare all documentation, to effect all filings, to obtain all permits, consents, approvals and authorizations of all Governmental Authorities and third parties (including, if applicable, approval under the HSR Act) necessary to consummate the transactions matters contemplated by this Agreement and to comply with the terms and conditions of such permits, consents, approvals and authorizations and to cause the Merger Restated Partners Partnership Agreement to be consummated become effective as expeditiously as practicable. Each of Parent Partners and the Partnership has Holdings shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable Laws relating to the exchange of information, with respect to, all material written information submitted to any third party or any Governmental Regulatory Authorities in connection with the transactions matters contemplated by this Agreement. In exercising the foregoing right, each of the Parties parties hereto agrees to act reasonably and promptly. Each Party party hereto agrees that it will consult with the Other Parties other parties hereto with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Regulatory Authorities necessary or advisable to consummate the transactions matters contemplated by this Agreement, and each Party party will keep the Other Parties other parties apprised of the status of material matters relating to completion of the transactions matters contemplated hereby.
Appears in 1 contract
Samples: Contribution and Assumption Agreement (Magellan Midstream Partners Lp)
