Government Filings and Approvals. (a) Each of Seller, TeleRoss and SFMT agrees to use its best efforts to comply promptly with all requests or requirements which applicable Law or any Governmental Entity may impose on them with respect to the transactions which are the subject of this Agreement. The best efforts of Seller, TeleRoss and SFMT shall include, but shall not be limited to, a good faith response, in cooperation with one another, to all requests for information, documentary or otherwise, by any Governmental Entity; provided, however, that neither of the Buyers nor any of their Affiliates shall be required to divest any operations, assets or business.
(b) In addition to the obligations under subsection (a) immediately above, as promptly as practicable, but in no event later than 21 days following the Execution Date, Seller shall, and SFMT shall cause GTI to, complete the filings required pursuant to the HSR Act (if applicable). Seller and SFMT shall diligently undertake, and fully cooperate with each other and GTI in the taking of, all actions and provide any and all additional information required or reasonably requested in order to comply with the requirements of the HSR Act. Seller shall pay any fee related to the filings required under the HSR Act. Seller and SFMT shall use their respective best efforts to ensure that any applicable waiting periods under the HSR Act expire as promptly as practicable and that any objections to the transfer of the Stock Consideration hereunder are promptly withdrawn. Nothing under this Section 7.1(b) shall obligate any Party to sell or otherwise dispose of any assets pursuant to any requirement imposed as a condition to clearance of the transfer of the Stock Consideration by any Governmental Entity.
(c) In addition to the obligations under subsection (a) immediately above, as promptly as practicable, but in no event later than 30 days following the Execution Date, Seller shall complete the filings required in order to obtain the CBR License.
(d) As promptly as practicable, but in no event later than 30 days following the Execution Date, the Buyers (or either of them) shall cause GTI to deliver to the Seller true and complete copies of the financial statements of GTI for the last three years of its activity.
Government Filings and Approvals. (a) Each Party agrees to use its reasonable best efforts to comply promptly with all requests or requirements which applicable Law or any Governmental Entity may impose on such Party with respect to the Transactions and the other transactions contemplated by the Transaction Agreements. The Parties’ reasonable best efforts shall include a good faith response, in cooperation with the other Parties, to all requests for information, documentary or otherwise, by any Governmental Entity; provided, however, that no Party nor any of its Affiliates shall be required to divest any operations, assets or business in connection with the receipt of clearance of the transactions contemplated by the Transaction Agreements.
(b) Notwithstanding the generality of the foregoing, as promptly as practicable after the Execution Date, each Party shall cooperate with all other Parties, their Representatives, Newco, HoldCo, Kyivstar and VimpelCom and take the following actions to receive the Authorizations specified below from the relevant Governmental Entities (collectively, the “Regulatory Approvals”):
(i) the Parties shall jointly submit to the SEC a request for the no action letter in connection with the Exchange Offer and the Squeezeout described in Section 7.1(f);
(ii) the Parties shall jointly submit an application to the FAS for approval to allow Newco and/or HoldCo to acquire 100% of VimpelCom;
(iii) the Parties shall jointly submit an application to the Strategic Sector Commission for approval to allow Newco and/or HoldCo to acquire 100% of VimpelCom;
(iv) the Parties shall jointly submit an application(s) to the Ukrainian Antimonopoly Authority for approval to allow Newco and/or HoldCo to acquire 100% of Kyivstar and VimpelCom;
(v) the Parties shall submit, or, as the case may be, cause VimpelCom or its Subsidiaries to submit, applications to the relevant Governmental Entities for the required regulatory consents or approvals in those jurisdictions where VimpelCom or its Subsidiaries operate;
(vi) with respect to each European country specified in Schedule 6.2(b)(vi) (each, a “Specified European Country”), the Parties shall (A) obtain an opinion of counsel reasonably acceptable to Altimo and Telenor Mobile to the effect that no such filing or notification is required in such Specified European Country, (B) obtain written clarification from the competent national competition authority in such Specified European Country that no such filing or notification is required or (C...
Government Filings and Approvals. Sellers, TPG and Buyer agree promptly to file or cause to be filed, respectively, an acquired person's and acquiring person's notification and report form required by the HSR Act and any other applicable regulatory filing with respect to the Transaction. Sellers, TPG and Buyer further agree to use their commercially reasonable efforts to comply promptly with all requests or requirements which applicable federal, state or foreign law or governmental officials may impose on them with respect to the Transaction. The commercially reasonable efforts of Sellers, TPG and Buyer shall include but shall not be limited to good faith response, in cooperation with each other, to all requests for information, documentary or otherwise, by any governmental agency; provided, however, that TPG shall not be required to divest any assets, businesses or properties in connection therewith.
Government Filings and Approvals. The receipt of all consents or approvals of governmental agencies as may be required for the consummation of the Complete Transaction, including, if necessary, approval (or termination of the waiting period) under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976.
Government Filings and Approvals. Seller, Purchaser and the Company shall file as soon as practicable after the date of this Agreement notifications under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act"). Seller, Purchaser and the Company agree to use their reasonable best efforts to make all other required regulatory filings and applications and to obtain all licenses, permits, consents, approvals, authorizations, qualifications and orders of governmental authorities and parties to contracts with the Company as are necessary for the consummation of the transactions contemplated by this Agreement and to fulfill the conditions to the sale and purchase of the Shares hereunder. Seller, Purchaser and the Company further agree to use their reasonable best efforts to comply promptly with all requests or requirements which applicable federal, state, regional, local or municipal law or governmental officials may impose on them with respect to the transactions which are the subject of this Agreement. The best efforts of Seller, Purchaser and the Company shall include, but shall not be limited to, a good faith response, in cooperation with each other, to all requests for information, documentary or otherwise, by any governmental agency in connection with obtaining approval under the HSR Act; PROVIDED, HOWEVER, that neither Purchaser nor any of its affiliates shall be required to divest or otherwise restrict any operations, assets or business.
Government Filings and Approvals. Seller, Buyer and Coyote agree to use their best efforts to comply promptly with any requests or requirements which applicable Federal or state law or governmental officials may impose on them with respect to the transactions which are the subject of this Agreement.
Government Filings and Approvals. (a) Each of Sellers, Buyer, and Parent agrees to use its reasonable best efforts to comply promptly with all requests or requirements which applicable Law or any Governmental Entity may impose on them with respect to the transactions which are the subject of this Agreement. The reasonable best efforts of Sellers, Buyer, and Parent shall include, but shall not be limited to, a good faith response, in cooperation with one another, to all requests for information, documentary or otherwise, by any Governmental Entity; provided, however, that none of Sellers, Buyer, and Parent, nor any of their Affiliates, shall be required to divest any operations, assets or business in connection with the receipt of clearance of the transactions contemplated hereunder.
(b) Notwithstanding the generality of the foregoing, as promptly as practicable after the Execution Date, Buyer agrees to submit an application with the FAS seeking approval of the transactions contemplated hereunder.
Government Filings and Approvals. At the request of any Holder, -------------------------------- Iterated shall, at its own expense, diligently make all filings with governmental authorities, except for filings made pursuant to the Xxxx-Xxxxx- Xxxxxx Anti-Trust Improvements Act of 1976, as amended, in order to obtain any approval, waiver or consent that is necessary or required for the exercise of any Warrants by any Holder thereof not to cause a violation of any applicable law, regulation, rule or order.
Government Filings and Approvals. At the request of any Holder, ACSI shall diligently make all filings with governmental authorities in order to obtain any approval, waiver or consent that is necessary or required for the exercise of any Warrants by any Holder thereof not to cause a violation of Section 310 of the Communications Act or any other applicable law, regulation, rule or order; provided that ACSI's obligation under this Section 5.3 shall be subject to such Holder providing ACSI or such governmental authorities, as the case may be, with all information required in order for ACSI to make the filings required hereunder.
Government Filings and Approvals. Buyer agrees promptly to submit an application with the Antimonopoly Ministry seeking approval of the transactions contemplated hereunder. Seller and Buyer further agree to use their best efforts to comply promptly with all requests or requirements which applicable federal, state,
