Further Assurances Clause Example with 33 Variations from Business Contracts
This page contains Further Assurances clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Further Assurances. From time to time, at Acquiror's request and without further consideration, the Stockholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The Stockholder further agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any action or claim, ...derivative or otherwise, against Acquiror, Acquiror's Affiliates, the Sponsor, the Company or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement (including the Per Share Merger Consideration) or the consummation of the transactions contemplated hereby and thereby.View More
Variations of a "Further Assurances" Clause from Business Contracts
Further Assurances. From time to time, at Acquiror's SPAC's request and without further consideration, the Stockholder Shareholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The Stockholder Shareholder further agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with re...spect to, any action or claim, derivative or otherwise, against Acquiror, Acquiror's SPAC, SPAC's Affiliates, the Sponsor, the Company or any of their respective successors and assigns relating to or alleging a breach of any fiduciary duty of any Person in connection with the negotiation, execution or delivery of this Agreement, the Merger Business Combination Agreement (including the Per Share Merger Consideration) or the consummation of the transactions contemplated hereby and thereby. 6 7. Disclosure. The Shareholder hereby authorizes the Company and SPAC to publish and disclose in any announcement or disclosure required by the SEC, or include in any document or information required to be filed with or furnished to the SEC or Nasdaq, the Shareholder's identity and ownership of the Covered Shares and the nature of the Shareholder's obligations under this Agreement; provided, that prior to any such publication or disclosure, the Company and SPAC have provided the Shareholder with an opportunity to review and comment upon such announcement or disclosure, which comments the Company and SPAC will consider in good faith. View More
Further Assurances. From time to time, at Acquiror's SPAC's request and without further consideration, the Stockholder each Shareholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by the Business Combination Agreement and this Agreement. The Stockholder Each Shareholder further agrees not to commence or participate in, and to take all actions necessary to... opt out of any class in any class action with respect to, any action or claim, derivative or otherwise, against Acquiror, Acquiror's SPAC, SPAC's Affiliates, the Sponsor, the Company or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Business Combination Agreement (including the Per Share Merger Consideration) or the consummation of the transactions contemplated hereby and thereby. 7 10. Disclosure. Such Shareholder hereby authorizes the Company and SPAC to publish and disclose in any announcement or disclosure required by the SEC such Shareholder's identity and ownership of the Covered Shares and the nature of such Shareholder's obligations under this Agreement. View More
Further Assurances. From time to time, at Acquiror's the Company's request and without further consideration, the each Stockholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The Each Stockholder further agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect t...o, any action or claim, derivative or otherwise, against Acquiror, Acquiror's the Company, the Company's Affiliates, the Sponsor, the Company SPAC or any of their respective successors and assigns relating to or alleging a breach of any fiduciary duty of any Person in connection with the negotiation, execution or delivery of this Agreement, the Merger Business Combination Agreement (including the Per Share Merger Consideration) or the consummation of the transactions contemplated hereby and thereby. 8 9. Disclosure. Each Stockholder hereby authorizes the Company and SPAC to publish and disclose in any announcement or disclosure required by the SEC, or include in any document or information required to be filed with or furnished to the SEC or Nasdaq, the Stockholder's identity and ownership of the Covered Shares and the nature of the Stockholder's obligations under this Agreement; provided, that prior to any such publication or disclosure, the Company and SPAC have provided the Stockholder with an opportunity to review and comment upon such announcement or disclosure, which comments the Company and SPAC will consider in good faith. View More
Further Assurances. From time to time, at Acquiror's Parent's request and without further consideration, the Stockholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The Stockholder further agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any action o...r claim, derivative or otherwise, against Acquiror, Acquiror's Parent, Parent's Affiliates, the Sponsor, the Company or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement (including the Per Share Merger Consideration) or the consummation of the transactions contemplated hereby and thereby. 6 8. Disclosure. The Stockholder hereby authorizes the Company and Parent to publish and disclose in any announcement or disclosure required by the SEC the Stockholder's identity and ownership of the Covered Shares and the nature of the Stockholder's obligations under this Agreement; provided, that prior to any such publication or disclosure the Company and Parent have provided the Stockholder with an opportunity to review and comment upon such announcement or disclosure, which comments the Company and Parent will consider in good faith. View More
Further Assurances. From time to time, at Acquiror's Parent's request and without further consideration, the each Stockholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The To the extent permitted by Law, each Stockholder irrevocably and unconditionally waives, and agrees not to assert or perfect, any rights of appraisal or rights to d...issent in connection with the Merger that such Stockholder may have by virtue of ownership of the Covered Shares owned by such Stockholder. Each Stockholder further irrevocably and unconditionally agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any action or claim, derivative or otherwise, against Acquiror, Acquiror's Affiliates, the Sponsor, the Company Company, Parent or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement (including the Per Share Merger Consideration) or the consummation of the transactions contemplated hereby and thereby, including any action (i) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of the Merger Agreement (including any claim seeking to enjoin or delay the Closing) or this Agreement or (ii) to the fullest extent permitted under Law, alleging breach of any fiduciary duty of any Person in connection with the negotiation and entry into the Merger Agreement, this Agreement or the transactions contemplated hereby or thereby. View More
Further Assurances. From time to time, at Acquiror's the Company's request and without further consideration, the Stockholder Sponsor shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The Stockholder Sponsor further agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with res...pect to, any action or claim, derivative or otherwise, against the Acquiror, Acquiror's Affiliates, the Sponsor, Company or the Company Company's Affiliates or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement (including the Per Share Merger Consideration) or the consummation of challenging the transactions contemplated by this Agreement or the Merger Agreement. 6 6. Disclosure. The Sponsor hereby authorizes the Company and thereby. Acquiror to publish and disclose in any announcement or disclosure required by the SEC the Stockholder's identity and ownership of the Covered Shares and the nature of the Stockholder's obligations under this Agreement; provided, that prior to any such publication or disclosure the Company and Acquiror have provided the Sponsor with an opportunity to review and comment upon such announcement or disclosure, which comments the Company and Acquiror will consider in good faith. View More
Further Assurances. From time to time, at Acquiror's the Company's request and without further consideration, the Stockholder each Party shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The Stockholder Required Members further agrees agree not to commence or participate in, and to take all actions necessary to opt out of any class in any cla...ss action with respect to, any action or claim, derivative or otherwise, against Acquiror, Acquiror's Affiliates, the Sponsor, Company or the Company Company's Affiliates or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement (including the Per Share Merger Consideration) or the consummation of challenging the transactions contemplated hereby by this Agreement or the Merger Agreement. 5 10. Third-Party Beneficiaries. This Agreement shall be for the sole benefit of the Parties and thereby. their respective successors and permitted assigns and is not intended, nor shall be construed, to give any Person, other than the Parties and their respective successors and assigns, any legal or equitable right, benefit or remedy of any nature whatsoever by reason of this Agreement. Nothing in this Agreement, expressed or implied, is intended to or shall constitute the Parties, partners or participants in a joint venture. View More
Further Assurances. From time to time, Hereafter until the Termination Date, at Acquiror's request and without further consideration, the each Stockholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The the Merger Agreement and the Ancillary Agreements. Each Stockholder further agrees not to commence or participate in, and to take all a...ctions necessary to opt out of any class in any class action with respect to, any action or claim, derivative or otherwise, against Acquiror, Acquiror's Affiliates, the Sponsor, the Company or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement (including the Per Share Merger Consideration) or the consummation of the transactions contemplated hereby and thereby. thereby and hereby waives its appraisal or dissenter's right. Notwithstanding the foregoing, nothing herein shall be deemed to prohibit the Stockholders from enforcing the Stockholders' rights under this Agreement and the other Agreements entered into by a Stockholder in connection herewith, including the Stockholder's right to receive the consideration as provided in the Merger Agreement. 6 7. Disclosure. Such Stockholder hereby authorizes the Company and Acquiror to publish and disclose in any announcement or disclosure required by the SEC (but only to the extent such disclosure is required under applicable Law) such Stockholder's identity and ownership of the Covered Shares and the nature of such Stockholder's obligations under this Agreement. View More
Further Assurances. From time to time, at Acquiror's SPAC's request and without further consideration, the Stockholder each Shareholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested to effect the actions and consummate the transactions contemplated by this Agreement. The Stockholder Each Shareholder further agrees not to commence or participate in, and to take all actions necessary and reasonably within Shareholders contro...l to opt out of any class in any class action with respect to, any action or claim, derivative or otherwise, against Acquiror, Acquiror's Affiliates, the Company, any Affiliate of the Company, SPAC, Sponsor, the Company or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement (including the Per Share Merger Consideration) or the consummation of challenging the transactions contemplated hereby and thereby. by the Merger Agreement, including the Recapitalization. View More
Further Assurances. From time to time, at Acquiror's request and without further consideration, the each Stockholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or reasonably requested by Acquiror to effect the actions and consummate the Transactions and the transactions contemplated by this Agreement. The hereby. Each Stockholder further agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any ...class action with respect to, any action or claim, derivative or otherwise, against Acquiror, Acquiror's Affiliates, the Sponsor, the Company or any of their respective successors and assigns relating to the negotiation, execution or delivery of this Agreement, the Merger Agreement (including the Per Share Merger Consideration) or the consummation of the transactions contemplated hereby and thereby. (i) Disclosure. Each Stockholder hereby authorizes the Company and Acquiror to publish and disclose in any announcement or disclosure required by the SEC (or as otherwise required by any applicable Securities Laws or any other securities authorities) such Stockholder's identity and ownership of the Covered Shares and the nature of such Stockholder's obligations under this Agreement and, if deemed appropriate by Acquiror or the Company, a copy of this Agreement; provided, that prior to any such publication or disclosure the Company and Acquiror have provided the Stockholder with an opportunity to review and comment upon such announcement or disclosure, which comments the Company and Acquiror will consider in good faith. Each Stockholder will promptly provide any information reasonably requested by Acquiror or the Company for any regulatory application or filing made or approval sought in connection with the transactions contemplated by the Merger Agreement (including filings with the SEC). View More
