Common use of Consummation of the Transactions Clause in Contracts

Consummation of the Transactions. Subject to the terms and conditions of this Agreement, Purchaser, on the one hand, and each of the Partnership and the General Partner, on the other hand, shall cooperate with the other and use and shall cause their respective Subsidiaries to use its commercially reasonable efforts to (a) take, or cause to be taken, all actions, and do, or cause to be done, all things, necessary, proper or advisable to cause the conditions set forth in Annex I or Article VI to be satisfied as promptly as practicable (and in any event no later than the First Outside Date or the Second Outside Date, as applicable) and to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated hereby, including preparing and filing as promptly as practicable all documentation to effect all necessary filings, notifications, notices, petitions, statements, registrations, submissions of information, applications and other documents (including any required or recommended filings under applicable Antitrust Laws), (b) obtain promptly (and in any event no later than the First Outside Date or the Second Outside Date, as applicable) all approvals, consents, clearances, expirations or terminations of waiting periods, registrations, permits, authorizations and other confirmations from any Governmental Authority or third party necessary, proper or advisable to consummate the transactions contemplated hereby and (c) defend any Proceedings challenging this Agreement or the consummation of the transactions contemplated hereby. Purchaser shall cause the General Partner to cause the Partnership to comply with the provisions of this Agreement. Notwithstanding the foregoing, it is understood and agreed that actions or inactions of the Partnership or the General Partner shall not be deemed to be breaches or violations or failures to perform by the Partnership or the General Partner of any of the provisions of this Agreement if such action or inaction was or was not taken, as applicable, at the direction of Purchaser or its Representatives.

Consummation of the Transactions. (a) Subject to the terms and conditions of this Agreement, Purchaser, on the one hand, and each of the Partnership and the General Partner, on the other hand, shall Parties will cooperate with the other one another and use (and shall will cause their respective Subsidiaries to use use) its commercially reasonable best efforts (unless, with respect to any action, another standard of performance is expressly provided for in this Agreement) to (ai) take, or cause to be taken, all actions, and do, or cause to be done, all things, necessary, proper or advisable to cause the conditions set forth in Annex I or Article VI to the Closing to be satisfied as promptly as practicable (and in any event no later than the First Outside Date or the Second Outside Date, as applicable) and to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated herebyTransactions, including preparing and filing as promptly as practicable and fully all documentation to effect all necessary filings, notifications, notices, petitions, statements, registrations, submissions of information, applications and other documents (including any required or recommended filings under applicable Antitrust Laws), (bii) obtain promptly (and in any event no later than the First Outside Date or the Second Outside Date, as applicable) all approvals, consents, clearances, expirations or terminations of waiting periods, registrations, permits, authorizations and other confirmations from any Governmental Authority or third party necessary, proper or advisable to consummate the transactions contemplated hereby Transactions, (iii) execute and deliver any additional instruments necessary to consummate the Transactions and (civ) defend or contest in good faith any Proceedings lawsuits or other legal proceedings, whether judicial or administrative, challenging this Agreement or the consummation of the transactions contemplated herebyTransactions. Purchaser shall cause the General Partner to cause the Partnership to comply with the provisions For purposes of this Agreement. Notwithstanding , “Antitrust Laws” means the foregoing, it is understood and agreed that actions or inactions of the Partnership or the General Partner shall not be deemed to be breaches or violations or failures to perform by the Partnership or the General Partner of any of the provisions of this Agreement if such action or inaction was or was not taken▇▇▇▇▇▇▇ Act, as applicableamended, at the direction ▇▇▇▇▇▇▇ Act, as amended, the HSR Act, the Federal Trade Commission Act, as amended, and all other applicable Laws issued by a Governmental Authority that are designed or intended to prohibit, restrict or regulate actions having the purpose or effect of Purchaser monopolization or its Representativesrestraint of trade or lessening of competition.

Consummation of the Transactions. (a) Subject to the terms and conditions of this Agreement, Purchaser, on the one hand, and each of the Partnership and the General Partner, on the other hand, shall Parties will cooperate with the other one another and use (and shall will cause their respective Subsidiaries to use use) its commercially reasonable best efforts (unless, with respect to any action, another standard of performance is expressly provided for in this Agreement) to (a%3) take, or cause to be taken, all actions, and do, or cause to be done, all things, necessary, proper or advisable to cause the conditions set forth in Annex I or Article VI to the Closing to be satisfied as promptly as practicable (and in any event no later than the First Outside Date or the Second Outside Date, as applicable) and to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated herebyTransactions, including preparing and filing as promptly as practicable and fully all documentation to effect all necessary filings, notifications, notices, petitions, statements, registrations, submissions of information, applications and other documents (including any required or recommended filings under applicable Antitrust Laws), (b%3) obtain promptly (and in any event no later than the First Outside Date or the Second Outside Date, as applicable) all approvals, consents, clearances, expirations or terminations of waiting periods, registrations, permits, authorizations and other confirmations from any Governmental Authority or third party necessary, proper or advisable to consummate the transactions contemplated hereby Transactions, (iii) execute and deliver any additional instruments necessary to consummate the Transactions and (civ) defend or contest in good faith any Proceedings lawsuits or other legal proceedings, whether judicial or administrative, challenging this Agreement or the consummation of the transactions contemplated herebyTransactions. Purchaser shall cause the General Partner to cause the Partnership to comply with the provisions For purposes of this Agreement. Notwithstanding , “Antitrust Laws” means the foregoing, it is understood and agreed that actions or inactions of the Partnership or the General Partner shall not be deemed to be breaches or violations or failures to perform by the Partnership or the General Partner of any of the provisions of this Agreement if such action or inaction was or was not taken▇▇▇▇▇▇▇ Act, as applicableamended, at the direction ▇▇▇▇▇▇▇ Act, as amended, the HSR Act, the Federal Trade Commission Act, as amended, and all other applicable Laws issued by a Governmental Authority that are designed or intended to prohibit, restrict or regulate actions having the purpose or effect of Purchaser monopolization or its Representativesrestraint of trade or lessening of competition.

Consummation of the Transactions. (a) Subject to the terms and conditions of this AgreementAgreement (including Section 7.1(d)), Purchasereach of the Parent Entities, on the one hand, and each of the Partnership and the General PartnerEntities, on the other hand, shall will cooperate with the other and use (and shall will cause their respective Subsidiaries to use use) its commercially reasonable best efforts to (ai) take, or cause to be taken, all actions, and do, or cause to be done, all things, necessary, proper or advisable to cause the conditions set forth in Annex I or Article VI to the Closing to be satisfied as promptly as practicable (and in any event no later than the First Outside Date or the Second Outside Date, as applicable) and to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated herebyTransactions, including preparing and filing as promptly as practicable and fully all documentation to effect all necessary filings, notifications, notices, petitions, statements, registrations, submissions of information, applications and other documents (including any required or recommended filings under applicable Antitrust Laws), (bii) obtain promptly (and in any event no later than the First Outside Date or the Second Outside Date, as applicable) all approvals, consents, clearances, expirations or terminations of waiting periods, registrations, permitspermits (including Environmental Permits), authorizations and other confirmations from any Governmental Authority or third party necessary, proper or advisable to consummate the transactions contemplated hereby and Transactions, (ciii) defend any Proceedings lawsuits or other legal proceedings, whether judicial or administrative, challenging this Agreement or the consummation of the transactions contemplated herebyTransactions and (iv) obtain all necessary consents, approvals or waivers from third parties. Purchaser shall cause the General Partner to cause the Partnership to comply with the provisions For purposes of this Agreement. Notwithstanding , “Antitrust Laws” means the foregoing, it is understood and agreed that actions or inactions of the Partnership or the General Partner shall not be deemed to be breaches or violations or failures to perform by the Partnership or the General Partner of any of the provisions of this Agreement if such action or inaction was or was not taken▇▇▇▇▇▇▇ Act, as applicableamended, at the direction ▇▇▇▇▇▇▇ Act, as amended, the HSR Act, the Federal Trade Commission Act, as amended, and all other applicable Laws issued by a Governmental Authority that are designed or intended to prohibit, restrict or regulate actions having the purpose or effect of Purchaser monopolization or its Representativesrestraint of trade or lessening of competition.