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Business management. With respect to any public disclosure or filing, each buyer and seller agrees to provide the other party with a copy of the proposed document to be submitted or disclosed and gives the other party a reasonable period of time to review such document … If the debtor fails to achieve the objective under an obligation of engagement, it will not breach it if it has complied with the required aspiration standard, that is, if it has made its “best” or “reasonable” efforts to achieve the objective, as the wording of the clause is worded. (…) X and Y agree that they will encourage their respective officers, directors, agents, consultants and employees to use their respective commercially reasonable efforts to prevent the publication or disclosure of such information during the term of this Agreement and thereafter. The authorities have confirmed that a commitment to the best of one`s ability or “best efforts” is heavier than a commitment to “reasonable efforts”. The party that makes such a commitment must do more than its second best. It will not be enough to simply go through the movements. The Company will do its best to immediately approve the listing of the shares on the Nasdaq Global Select Market, subject to the official announcement of the issue. Although largely context-dependent, a debtor should generally push for an obligation of “reasonable effort” during contract negotiations, while the party benefiting from the obligation should try to agree on an obligation to the best of its ability, as it is in the interest of that party for the debtor to fulfil the obligation. Under the terms and subject to the terms and conditions set forth in this Agreement, each party agrees to do its best to take or ensure that all measures are taken and take all measures and do or cause, and to assist and cooperate with the other parties in the achievement of all necessary matters, reasonable or desirable; to complete it. as soon as reasonably practicable, the Merger and other transactions contemplated in this Agreement, including all efforts to (…) The courts have stated that the phrase “best efforts” requires the obligated party to “take all measures within its power capable of achieving the desired results.” The steps that a prudent, determined and reasonable [creditor] acting in his or her own interest and who wants to achieve that result would take. (IBM United Kingdom Ltd v.

Rockware Glass Ltd [1980] FSR 335). In other words, the debtor must put himself in the place of the reasonable creditor and take all economically feasible measures (taking into account the cost and the level of difficulty). X enters into all agreements and assumes all obligations reasonably necessary to enable and/or facilitate the provision of the Services by Y under this Agreement (…) Y provides the services of such officers, employees, agents, consultants and/or directors of Y as necessary for Y`s reasonable determination to perform and perform the services provided herein (…) Nevertheless, the party is not obliged to go beyond what is reasonable, for example to take measures that lead to its bankruptcy or that are clearly doomed to failure. Therefore, if efforts are made, for example, to obtain approval of the transaction and these efforts have not been successful, the party may need to continue negotiations or appeal the decision in order to meet its obligations.