The Seller, on the one hand, and the Buyer, on the other hand, shall use reasonable best efforts to obtain (and the Seller shall cause its Subsidiaries to use commercially reasonable efforts to obtain), at the earliest practicable date, all necessary Governmental Authorizations and all necessary registrations, declarations and filings (including registrations, declarations and filings with Governmental Authorities, if any) and, except as specified in Section 12.2, take all reasonable steps as may be necessary to avoid any Proceeding by any Governmental Authority relating to the transactions contemplated by this Agreement and the other Transaction Documents.
The Seller, onSubject to the one hand,terms and the Buyer, on the other hand,conditions of this Agreement, Purchaser and Sellers shall use reasonable best efforts to obtain (and the Seller shall cause its Subsidiaries to use commercially reasonable efforts take, or cause to obtain), at the earliest practicable date,be taken, all actions and to do, or cause to be done, all things reasonably necessary Governmental Authorizations and all necessary registrations, declarations and filings (including registrations, declarations and filings with Governmental Authorities, if any) and, except as specified in Section 12.2, take all reasonable steps as may be necessaryor desirable under Law to avoid any Proceeding by any Governmental Authority relating toconsummate the transactions contemplated by this Agreement by avoiding and eliminating every impediment under any applicable Law, including # preparing and filing as promptly as practicable with any Governmental Authority all documentation to effect all necessary filings, Notices, petitions, statements, registrations, submissions of information, applications and other documents and # obtaining and maintaining all Permits required to be obtained from any Governmental Authority that are necessary, proper or advisable to consummate the other Transaction Documents. transactions contemplated by this Agreement (collectively, the “Regulatory Approvals”).
The Seller, onSubject to the one hand,terms and conditions herein provided, each of the Sellers, Buyer and the Buyer, on the other hand,Company shall use reasonable best efforts to obtain (and the Seller shalltake, or cause its Subsidiaries to use commercially reasonable effortsbe taken, all actions reasonably necessary, proper or advisable to obtain), at the earliestbe taken by it to consummate and make effective as promptly as practicable date, all necessary Governmental Authorizations and all necessary registrations, declarations and filings (including registrations, declarations and filings with Governmental Authorities, if any) and, except as specified in Section 12.2, take all reasonable steps as may be necessary to avoid any Proceeding by any Governmental Authority relating to the transactions contemplated by this Agreement (including the satisfaction, but not waiver, of the closing conditions set forth in Article 7). Each of Buyer, the Company and, to the extent applicable, the Sellers shall use reasonable best efforts to make filings or notifications with, and obtain all Consents necessary to consummate the other Transaction Documents. transactions contemplated by this Agreement, including the Regulatory Approvals (the “Governmental Approvals”). All costs incurred in connection with obtaining the Governmental Approvals, including the HSR Act filing fee (the “Regulatory Fees”) shall be borne by Buyer.
The Seller, onSubject to the one hand,terms and the Buyer, on the other hand,conditions of this Agreement, Purchaser and Sellers shall use reasonable best efforts to obtain (and the Seller shall cause its Subsidiaries to use commercially reasonable efforts take, or cause to obtain), at the earliest practicable date,be taken, all actions and to do, or cause to be done, all things reasonably necessary Governmental Authorizations and all necessary registrations, declarations and filings (including registrations, declarations and filings with Governmental Authorities, if any) and, except as specified in Section 12.2, take all reasonable steps as may be necessaryor desirable under Law to avoid any Proceeding by any Governmental Authority relating toconsummate the transactions contemplated by this Agreement by avoiding and theeliminating every impediment under any applicable Law, including # preparing and filing as promptly as practicable with any Governmental Authority all documentation to effect all necessary filings, Notices, petitions, statements, registrations, submissions of information, applications and other Transaction Documents. documents and # obtaining and maintaining all Permits required to be obtained from any Governmental Authority
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