Common use of Satisfaction of the Conditions Clause in Contracts

Satisfaction of the Conditions. (a) Each of the Buyer, the Company, SPAC and the Sellers must use its reasonable endeavours to ensure that the Conditions in clause 3.1 are satisfied as soon as practicable after the date of this agreement and in any event on or before the Outside Date. (b) Each of the Buyer, the Company, SPAC and the Sellers must provide all reasonable assistance to the others as is necessary to satisfy the Conditions. (c) The Sellers must provide to the Buyer, SPAC and the Company all information as may be reasonably requested by the Buyer, SPAC or the Company for the purposes of procuring the satisfaction of the Conditions in clause 3.1. Notwithstanding anything to the contrary in this agreement, the Buyer, SPAC and the Company may disclose such information obtained from the Sellers or the Group as it reasonably considers to be necessary or desirable to any Government Agency in connection with the satisfaction of the Conditions in clause 3.1. (d) Each party must within one Business Day notify the other parties in writing if it becomes aware that a Condition: (i) is satisfied; or (ii) becomes incapable of being satisfied before the Outside Date. (e) Each party may terminate this agreement by giving not less than 2 Business Days written notice to the other parties if at any time before Completion: (i) the Conditions are not satisfied by the Outside Date; or (ii) any Condition becomes incapable of being satisfied, or the parties agree that any Condition cannot be satisfied, by the Outside Date, and provided that the terminating party is not in breach of a material obligation under clauses 3.3(a) to 3.3(d).