DUE DILIGENCE; COOPERATION; SATISFACTION OF CONDITIONS Clause Samples

DUE DILIGENCE; COOPERATION; SATISFACTION OF CONDITIONS. From the date hereof through the Closing, expiration or other termination hereof, Sellers and the Company will afford the Purchaser full and free access to the Company and its management, employees, properties, contracts, books and records and all other documents and data. Such access shall include the completion of review by the Purchaser and its management, agents, lenders, investment bankers, accountants and attorneys of the financial condition, business, prospects, operations, property and plant and equipment of the Company and any of its Affiliates. Sellers shall (a) give assistance, to the extent within their control, to Purchaser in preparing any required filings and seeking any required consents or approvals in any manner reasonably requested, and (b) use their best efforts to pursue, to the extent within their control, the satisfaction of all other conditions to the consummation of the transactions contemplated herein. Upon the fulfillment of all the conditions precedent to the obligations of the Parties contained herein, Sellers will forthwith proceed to Closing.
DUE DILIGENCE; COOPERATION; SATISFACTION OF CONDITIONS. From the date hereof through the Closing, expiration or earlier termination hereof, Sellers and the Company will afford the Purchaser full and free access to the Company and its management, employees, properties, contracts, books and records and all other documents and data. Such access shall include the completion of review by Purchaser and its management, agents, lenders, investment bankers, underwriters, accountants and attorneys of the financial condition, business, prospects, operations, property and plant and equipment of the Company and any of its Affiliates. Sellers shall (a) give assistance to Purchaser in preparing any required filings and seeking any required consents or approvals in any manner reasonably requested, and (b) pursue the satisfaction of all other conditions to the consummation of the transactions contemplated herein. Upon the fulfillment of all the conditions precedent to the obligations of the Parties contained herein, Sellers will forthwith proceed to Closing.

Related to DUE DILIGENCE; COOPERATION; SATISFACTION OF CONDITIONS

  • Satisfaction of Closing Conditions The Vendors agree to use their best efforts to ensure that the conditions set forth in Section 5.1, and the Purchaser agrees to use its best efforts to ensure that the conditions set forth in Section 5.3, are fulfilled at or prior to the Closing Time.

  • Satisfaction of Conditions Precedent Each party will use commercially reasonable efforts to satisfy or cause to be satisfied all the conditions precedent that are applicable to them, and to cause the transactions contemplated by this Agreement to be consummated, and, without limiting the generality of the foregoing, to obtain all material consents and authorizations of third parties and to make filings with, and give all notices to, third parties that may be necessary or reasonably required on its part in order to effect the transactions contemplated hereby.

  • Satisfaction of Conditions The conditions precedent set out in Section 6.1, Section 6.2 and Section 6.3 shall be conclusively deemed to have been satisfied, waived or released at the Effective Time.

  • Performance of Covenants and Satisfaction of Conditions To use its reasonable best efforts to do and perform all things required to be done or performed under this Agreement by the Company prior to each Closing Date and to satisfy all conditions precedent to the delivery of the Firm Stock and the Optional Stock.

  • Satisfaction Surveys In order to assess the level of performance of the Supplier, the Customer may undertake satisfaction surveys in respect of the Supplier's provision of the Services. The Customer shall be entitled to notify the Supplier of any aspects of their performance of the provision of the Services which the responses to the Satisfaction Surveys reasonably suggest are not in accordance with this Call Off Contract. All other suggestions for improvements to the provision of Services shall be dealt with as part of the continuous improvement programme pursuant to Clause 17 of this Call Off Contract (Continuous Improvement). 12/08/2013 [ ]