Compliance with Conditions; Commercially Reasonable Efforts. (a) The Company shall use all commercially reasonable efforts to cause all of the obligations imposed upon it in this Agreement to be duly complied with, and to cause the conditions precedent to the obligations of IDT to be satisfied. Upon the terms and subject to the conditions of this Agreement, the Company will use all commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, all things necessary, proper or advisable consistent with Applicable Law to consummate and make effective in the most expeditious manner practicable the Transactions in accordance with the terms of this Agreement. (b) IDT shall use all commercially reasonable efforts to cause all of the obligations imposed upon it in this Agreement to be duly complied with, and to cause the conditions precedent to the obligations of the Company to be satisfied. Upon the terms and subject to the conditions of this Agreement, IDT will use all commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, all things necessary, proper or advisable consistent with Applicable Law to consummate and make effective in the most expeditious manner practicable the Transactions in accordance with the terms of this Agreement. Nothing herein shall be construed to require IDT or any of its Affiliates to divest or otherwise rearrange the composition of any assets or agree to any conditions or requirements which are, or are reasonably likely to be, materially adverse or burdensome to IDT or its Affiliates, as applicable.
Appears in 2 contracts
Sources: Investment Agreement (Idt Corp), Investment Agreement (Star Telecommunications Inc)
Compliance with Conditions; Commercially Reasonable Efforts. (a) The Company shall use all commercially reasonable efforts to cause all of the obligations imposed upon it in this Agreement to be duly complied with, and to cause the conditions precedent to the obligations of IDT Investor to be satisfied. Upon the terms and subject to the conditions of this Agreement, the Company will use all commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, all things necessary, proper or advisable consistent with Applicable Law to consummate and make effective in the most expeditious manner practicable the Transactions in accordance with the terms of this Agreement. Nothing set forth in this Section 4.4 shall impose any obligations with respect to any filing or approval under the HSR Act, which requirements are the subject of Section 4.5.
(b) IDT LMC shall use all commercially reasonable efforts to cause all of the obligations imposed upon it in this Agreement to be duly complied with, and to cause the conditions precedent to the obligations of the Company to be satisfied. Upon the terms and subject to the conditions of this Agreement, IDT LMC will use all commercially reasonable efforts to take, or cause to be taken, all action, and to do, or cause to be done, all things necessary, proper or advisable consistent with Applicable Law to consummate and make effective in the most expeditious manner practicable the Transactions in accordance with the terms of this Agreement. Nothing herein shall be construed to require IDT LMC or any of its Affiliates to divest or otherwise rearrange the composition of any assets or agree to any conditions or requirements which are, or are reasonably likely to be, materially adverse or burdensome to IDT LMC or its Affiliates, as applicable. Nothing set forth in this Section 4.4 shall impose any obligations with respect to any filing or approval under the HSR Act, which requirements are the subject of Section 4.5.
Appears in 1 contract
Sources: Subscription Agreement (Idt Corp)