Preparation for Closing Sample Clauses
The "Preparation for Closing" clause outlines the steps and requirements that parties must fulfill before the formal completion of a transaction, such as a sale or merger. This typically includes delivering necessary documents, obtaining required approvals, and ensuring all pre-closing conditions are satisfied. By clearly specifying these preparatory actions, the clause helps coordinate the parties' efforts and ensures a smooth and orderly closing process, reducing the risk of last-minute delays or disputes.
Preparation for Closing. The Buyer on the one hand and the Company and the Sellers on the other hand will each use all reasonable best efforts to bring about the fulfillment of each of the conditions precedent to the obligations of the other set forth in this Agreement, subject to the following:
Preparation for Closing. Subject to the terms and conditions hereof, each of the Sellers and Buyer agrees to use its reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary or desirable under applicable Legal Requirements to consummate the Contemplated Transactions as promptly as practicable, including preparing and filing as promptly as practicable with the applicable Governmental Authorities all documentation to effect all necessary filings, notices, petitions, statements, registrations, submissions of information, applications and other documents necessary to consummate the Contemplated Transactions. In furtherance (and not in limitation) of the foregoing:
Preparation for Closing. Each party will use all commercially reasonable efforts to bring about the fulfillment of each of the conditions precedent set forth in this Agreement and to consummate the transactions contemplated in the Recitals.
Preparation for Closing. Each of the Parties will use commercially reasonable efforts to take all actions necessary, proper or advisable in order to consummate and make effective the transactions contemplated by this Agreement (including the satisfaction, but not the waiver, of the conditions precedent set forth in Section 7) and the other Transaction Agreements.
Preparation for Closing. Buyer shall maintain at all times sufficient liquid assets to close, will not take or fail to take any action that renders him unable to close, and shall work diligently toward closing as expeditiously as possible.
Preparation for Closing. Each party hereto shall use its best efforts to assist the other to apply for and obtain any such permits, licenses, authorization, and approvals required by the other party under applicable federal, state, and local law in order to sell/purchase the Assets and operate the Facilities as contemplated hereby, and complete this transaction. Seller and Purchaser shall use their best efforts to bring about the fulfillment of each of the conditions precedent to the obligations of the other party set forth in this Agreement.
Preparation for Closing. Each of the Shareholders agrees to use its best efforts to bring about the fulfillment of the conditions precedent contained in Article IV, including, but not limited to, the obtaining of all necessary consents, approvals and waivers for the consummation of the transactions contemplated by this Agreement and the Transaction Documents.
Preparation for Closing. 6.3.1. Except as set forth below, each of the parties hereto agrees to use all reasonable efforts to bring about the fulfillment of the conditions precedent contained in this Agreement.
6.3.2. Each of Parent, Merger Sub and the Company will, within ten Business Days of the date hereof, prepare and file, or cause to be prepared and filed, with the United States Federal Trade Commission (the “FTC”) and the United States Department of Justice (the “DOJ”), the notification and report form (the “HSR Filing”) pursuant to the HSR Act. The Buyer Parties shall be solely responsible for all filing fees required to be paid in connection with the HSR Filing. Each party’s HSR Filing shall comply in all material respects with the requirements of the HSR Act. Each of the Company and the Buyer Parties shall use its reasonable best efforts to provide to the FTC, DOJ and each and every Governmental Authority with jurisdiction over enforcement of any applicable antitrust or competition laws, as promptly as practicable after request therefor, all non-privileged information and documents requested by such Governmental Authority or that is reasonably necessary or advisable to permit consummation of the Transactions. Subject to applicable Legal Requirement, each of the Company and Parent shall inform the other promptly of any communication made by or on behalf of such party to (including permitting the other party to review such communication in advance), or received from, any Governmental Authority relating to this Agreement or the Transactions and shall furnish to the other such information and assistance as the other may reasonably request in connection with its preparation of any filing, submission or other act that is necessary or advisable to permit consummation of the Transactions under applicable Legal Requirement. Subject to applicable Legal Requirement, each party shall furnish the other party with copies of all substantive or otherwise material correspondence, filings, and written communications between such party and its Affiliates and their respective representatives on the one hand, and any Governmental Authority on the other hand, with respect to this Agreement and the Transactions. None of the Company, Parent or Merger Sub shall agree to participate in any meeting with any Governmental Authority in respect of any filings, investigation or other inquiry relating to this Agreement or the Transactions unless it consults with the other party in advance, and to the ex...
Preparation for Closing. Subject to the terms and conditions hereof, each of the Company and Parent agrees to use all commercially reasonable efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary or desirable under applicable Legal Requirements to consummate the Contemplated Transactions as promptly as practicable, including preparing and filing as promptly as practicable with the applicable Governmental Authorities all documentation to effect all necessary filings, notices, petitions, statements, registrations, submissions of information, applications and other documents necessary to consummate the Contemplated Transactions. In furtherance (and not in limitation) of the foregoing:
Preparation for Closing. Each of the parties hereto agrees to use commercially reasonable efforts to bring about the fulfillment of the conditions precedent contained in this Agreement including, but not limited to, the obtaining of all necessary consents, approvals and waivers for the consummation of the transactions contemplated by this Agreement.
