Best Efforts
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1.1. Best Efforts. Each Party will use its best efforts to take all actions and to do all things necessary, proper, or advisable to consummate, make effective, and comply with all of the terms of this Agreement.


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Neutral Exchange Agreements Efforts
Merger Agreement
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 Best Efforts. The parties shall use its reasonable best efforts to take all actions to make effective the Merger and the other transactions contemplated by this Agreement as promptly as practicable, including

obtaining all necessary consents, approvals or waivers from any Governmental Entity,

obtaining all necessary consents, approvals or waivers from third parties,

defending any lawsuits or other legal proceedings challenging this Agreement or the consummation of the transactions contemplated by this Agreement, and

executing and delivering any additional instruments necessary to consummate the transactions contemplated by this Agreement.


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Merger Agreement Efforts

About

  • Clause Taxonomy: Efforts
  • Organization: Public
  • Updated: 09/06/2016
  • Rating

Overview

The Best Efforts clause requires parties to exercise their "best efforts" to perform their contractual obligations. The provision is a more specific definition of the implied covenant to act in good faith.

The clause may be applied to a wide range of different agreements and many different types of obligations, such as performance required to consummate a transaction, obtain regulatory approval, secure financing, sell property, or develop software.v

The clause may appear in the covenants section or in the miscellaneous provisions. It is closely related to further assurances and sometimes is combined. The obligation can also be incorporated as a performance standard in a wide range of terms, such a duty of performance in an employment agreement or a covenant to obtain consents.