Consummation of the Arrangement. Each of the Parties hereby covenants and agrees to perform all obligations required or desirable to be performed by it under this Agreement, and to do all such other acts and things as may be necessary or desirable in order to consummate and make effective, as soon as reasonably practicable, the transactions contemplated by this Agreement and, without limiting the generality of the foregoing, to: (a) use all commercially reasonable efforts to defend all lawsuits or other legal, regulatory or other proceedings to which it is a party challenging or affecting this Agreement or the Arrangement; (b) use all commercially reasonable efforts to have lifted or rescinded any injunction or restraining order or other order relating to it which may adversely affect the ability of the Parties to consummate the Arrangement; (c) effect all necessary registrations, filings and submissions of information required by Governmental Entities; (d) use its reasonable efforts to: (i) apply for and carry out the terms of the Interim Order and Final Order applicable to it; and (ii) comply promptly with all requirements which applicable Laws may impose on it with respect to the transactions contemplated hereby and by the Arrangement; (e) use, to the extent necessary to permit implementation of the Arrangement, all commercially reasonable efforts to have lifted or rescinded any injunction or restraining order or other order relating to it, including any cease trade orders of securities regulatory authorities, which may adversely affect the ability of the parties to consummate the transactions contemplated hereby; (f) take no action that would interfere with or be inconsistent with the completion of the Arrangement; and (g) take, or cause to be taken, all reasonable action and to do, or cause to be done all things reasonably necessary, proper or advisable under all applicable Laws to complete the Arrangement.
Appears in 2 contracts
Sources: Arrangement Agreement (Us Gold Canadian Acquisition Corp), Arrangement Agreement (Us Gold Canadian Acquisition Corp)