Common use of Antitrust Notification Clause in Contracts

Antitrust Notification. (a) Seller and Acquiror shall, as promptly as practicable, but in no event later than 10 Business Days following the execution and delivery of this Agreement, file with (i) the FTC and the DOJ, the notification and report form required for the transactions contemplated hereby and any supplemental information requested in connection therewith pursuant to the HSR Act and (ii) any other applicable Governmental Authority all filings, reports, information and documentation required for the transactions contemplated hereby pursuant to Other Antitrust Regulations. Each of Seller and Acquiror shall furnish to each other's counsel such necessary information and reasonable assistance as the other may request in connection with its preparation of any filing or submission that is necessary under the HSR Act and Other Antitrust Regulations. (b) Each of Seller and Acquiror shall use its best efforts to obtain any clearance required under the HSR Act and Other Antitrust Regulations for the consummation of the transactions contemplated by this Agreement and shall keep each other apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC and the DOJ and other Governmental Authorities and shall comply promptly with any such inquiry or request. (c) Each of Seller and Acquiror shall use its best efforts to take any action reasonably necessary to vigorously defend, lift, mitigate and rescind the effect of any litigation or administrative proceeding adversely affecting this Agreement or the transactions contemplated hereby, including, without limitation, promptly appealing any adverse court or administrative order or injunction.

Antitrust Notification. (a) Each of Seller and Acquiror Buyer shall, as promptly as practicablepracticable and before the expiration of any relevant legal deadline, but in no event later than 10 Business Days ten (10) business days following the execution and delivery of this Agreement, file with (i) the FTC United States Federal Trade Commission (the “FTC”) and the United States Department of Justice (the “DOJ, ”) the notification and report form form, if any, required for the transactions contemplated hereby and any supplemental information requested in connection therewith pursuant to the HSR Act Act, which forms shall specifically request early termination of the waiting period prescribed by the HSR Act, and (ii) any other applicable Governmental Authority all Government Entity any other filings, reports, information and documentation required for the transactions contemplated hereby pursuant to Other Antitrust Regulationsany other antitrust or competition law or regulation. Each of Buyer and Seller and Acquiror shall furnish to each the other's ’s counsel such necessary information and reasonable assistance as the other may request in connection with its preparation of any filing or submission that which is necessary under the HSR Act and Other Antitrust Regulations. (b) Each of any antitrust or competition law or regulation. Buyer and Seller and Acquiror shall use its best efforts to obtain any clearance required under the HSR Act and Other Antitrust Regulations for the consummation of the transactions contemplated by this Agreement and shall keep each other apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC and the DOJ and any other Governmental Authorities Entity and shall comply promptly with any such inquiry or request. (c) . Each of Seller and Acquiror Buyer shall use its best all reasonable efforts to take obtain any action reasonably necessary to vigorously defendclearance required under the HSR Act for the Acquisition; provided, lifthowever, mitigate and rescind that Buyer shall be solely responsible for any filing fees payable under the effect of any litigation or administrative proceeding adversely affecting this Agreement or the transactions contemplated hereby, including, without limitation, promptly appealing any adverse court or administrative order or injunctionHSR Act.

Antitrust Notification. (a) Each of Seller and Acquiror shall, Buyer shall as promptly as practicable, but in no event later than 10 Business Days business days following the execution and delivery of this Agreement, file with the United States Federal Trade Commission (ithe "FTC") the FTC and the United States Department of Justice (the "DOJ, ") the notification and report form form, if any, required for the transactions contemplated hereby hereby. Any such notification and any supplemental information requested report form shall be in connection therewith pursuant to substantial compliance with the requirements of the HSR Act and (ii) any other applicable Governmental Authority all filings, reports, information and documentation required for the transactions contemplated hereby pursuant to Other Antitrust RegulationsAct. Each of Buyer and Seller and Acquiror shall furnish to each other's counsel the other such necessary information and reasonable assistance as the other may request in connection with its preparation of any filing or submission that which is necessary under the HSR Act and Other Antitrust Regulations. (b) Each of Act. Seller and Acquiror shall use its best efforts to obtain any clearance required under the HSR Act and Other Antitrust Regulations for the consummation of the transactions contemplated by this Agreement and Buyer shall keep each other apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC and the DOJ and other Governmental Authorities and shall comply promptly with any such inquiry or request. (c) request and shall promptly provide any supplemental information requested in connection with the filings made hereunder pursuant to the HSR Act. Any such supplemental information shall be in substantial compliance with the requirements of the HSR Act. Each of Seller and Acquiror Buyer shall use its reasonable best efforts to take obtain any action reasonably necessary clearance required under the HSR Act for the purchase and sale of the Transferred Shares. Buyer shall be solely responsible for any filing fees payable by Buyer under the HSR Act. Seller and Buyer shall also cooperate to vigorously defend, lift, mitigate make any required regulatory filings with any state or outside the United States as promptly as practicable after the execution and rescind the effect delivery of any litigation or administrative proceeding adversely affecting this Agreement or the transactions contemplated hereby, including, without limitation, promptly appealing any adverse court or administrative order or injunctionAgreement.

Antitrust Notification. (a) Seller Sellers and Acquiror shallPurchaser will (and will cause their respective Affiliates, if applicable, to), as promptly as practicable, but in practicable and no event later than 10 one (1) Business Days Day following the execution and delivery of this Agreementdate hereof, file with (i) the FTC and the DOJmake all notifications, the notification and report form required for the transactions contemplated hereby and any supplemental information requested in connection therewith pursuant to the HSR Act and (ii) any other applicable Governmental Authority all filings, reports, information and documentation registrations or other materials required for or necessary under the transactions contemplated hereby pursuant to Other Antitrust RegulationsForeign Competition Laws set forth on Schedule 7.1(a). Each of Seller and Acquiror Purchaser shall (and shall cause their respective Affiliates to) furnish to each other's ’s counsel such necessary information and reasonable assistance as the other may request in connection with its preparation of any filing or submission that is necessary under such Foreign Competition Laws, and will respond to any requests made for any supplemental information by any Governmental Body as promptly as practicable. Sellers shall not extend any waiting period or enter into any agreement or understanding with any Governmental Body without the HSR Act prior written consent of the other; provided that such consent shall not be unreasonably withheld, conditioned, or delayed. Sellers will use their best efforts and Other Antitrust RegulationsPurchaser will use its commercially reasonable efforts to comply as promptly as practicable with any requests made for additional information in connection with such filings. Sellers will be solely responsible for payment of all filing fees payable in connection with such filings. (b) Each of Seller Subject to the immediately following sentence, Sellers will use their best efforts and Acquiror shall Purchaser will use its best commercially reasonable efforts to as promptly as practicable (and in any event prior to the Outside Date) obtain any clearance clearances, Consents, approvals, waivers, actions, waiting period expirations or terminations, non-actions or other authorizations required under the HSR Act and Other Antitrust Regulations such Foreign Competition Laws identified on Schedule 7.1(a) for the consummation of the transactions contemplated by this Agreement and shall the Transactions and will keep each other apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC any Governmental Body and the DOJ and other Governmental Authorities and shall will comply promptly with any such inquiry or request. Notwithstanding anything to the contrary, nothing in this Section 6.5 shall require or be deemed to require, Purchaser or its Affiliates or representatives to propose, negotiate, commit to or effect (i) any sale, divestiture or disposition of any assets, securities, facilities or such properties of Purchaser, its Affiliates or their respective Subsidiaries or of any of the Acquired Assets, (ii) any termination of any venture or other agreement, or (iii) the creation of any relationship, contractual rights, or obligations, or any other change or restructuring, which may be required in order to obtain any clearance under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, or any other Law including Foreign Competition Laws. (c) Each of Seller The Parties commit to instruct their respective counsel to cooperate with each other and Acquiror shall use its best commercially reasonable efforts to take facilitate and expedite obtaining any action reasonably necessary clearances, Consents, approvals, waivers, actions, waiting period expirations or terminations, non-actions or other authorizations under Foreign Competition Laws identified Schedule 7.1(a) or state transaction notification Laws at the earliest practicable dates and, in any event, prior to vigorously defend, lift, mitigate and rescind the effect of any litigation or administrative proceeding adversely affecting this Agreement or the transactions contemplated hereby, including, without limitation, promptly appealing any adverse court or administrative order or injunctionOutside Date.

Antitrust Notification. (a) Seller Each of Times Mirror and Acquiror shall, will as promptly as practicable, but in no event later than 10 ten Business Days following the execution and delivery of this Agreement, file with the United States Federal Trade Commission (ithe "FTC") the FTC and the United States Department of Justice (the "DOJ, ") the notification and report form form, if any, required for the transactions contemplated hereby and any supplemental information requested in connection therewith pursuant to the HSR Act Act, and (ii) make similar filings within, to the extent reasonably practicable, a similar time frame with any other governmental entity for which such filing is required. Any such notification and report form and supplemental information will be in substantial compliance with the requirements of the HSR Act or other applicable Governmental Authority all filings, reports, information and documentation required for the transactions contemplated hereby pursuant to Other Antitrust Regulationsantitrust regulation. Each of Seller Times Mirror and Acquiror shall furnish to each other's counsel the other such necessary information and reasonable assistance as the other may request in connection with its preparation of any filing or submission that which is necessary under the HSR Act and Other Antitrust Regulations. (b) Each of Seller or other applicable antitrust regulation. Times Mirror and Acquiror shall use its best efforts to obtain any clearance required request early termination of the waiting period under the HSR Act and Other Antitrust Regulations any other applicable antitrust regulation; shall respond with reasonable diligence and dispatch to any request for the consummation of the transactions contemplated by this Agreement additional information made in response to such filings; and shall keep each other apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC and the DOJ and other Governmental Authorities and shall comply promptly with 44 any such inquiry or request. (c) . Each of Seller Times Mirror and Acquiror shall will use its reasonable best efforts to take obtain any action reasonably necessary to vigorously defend, lift, mitigate and rescind clearance required under the effect HSR Act or other applicable antitrust regulation for the consummation of any litigation or administrative proceeding adversely affecting this Agreement or the transactions contemplated hereby, including, without limitation, promptly appealing any adverse court or administrative order or injunction.