Competition Approvals. The Purchaser shall have received notice that all Competition Approvals, if applicable, required in connection with the consummation of the transactions contemplated hereby have been obtained, and such Competition Approvals, if applicable, shall be and remain so long as necessary in full force and effect.
Competition Approvals. Any applicable waiting period (and any extension thereof) under the HSR Act shall have expired or been terminated and all required filings shall have been made, applicable waiting periods (and extensions thereof) expired or been terminated, and required approvals obtained pursuant to or in connection with the Antitrust Laws listed on Exhibit 8.1(b).
Competition Approvals. Subject to the terms and conditions of this Agreement, each of the Parties shall use their reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary under applicable Laws and regulations to consummate and make effective the Transactions, including providing information and using their reasonable best efforts to obtain all necessary exemptions, rulings, consents, authorizations, approvals and waivers to effect all necessary registrations and filings and to lift any injunction or other legal bar to the Transactions, as promptly as practicable, and to take all other actions necessary to consummate the Transactions contemplated hereby in a manner consistent with applicable Law, it being understood that this Section 8.8(a) does not address any filings required under the IRS Rulings (which is addressed in Section 8.8(b)). Without limiting the generality of the foregoing, IP, UWWH and Spinco agree, and shall cause each of their respective Subsidiaries, to cooperate and to use their respective reasonable best efforts to obtain any government clearances required to consummate the Merger, to respond to any government requests for information, and to contest and resist any Action, and to have vacated, lifted, reversed or overturned any Order, that restricts, prevents or prohibits the consummation of the Transactions, including by pursuing all available avenues of administrative and judicial appeal and all available legislative action. The Parties will consult and cooperate with one another (including by permitting the other party to review in advance any communication to be given by it to, and consult with each other in advance of any meeting or material telephone call with, any Governmental Authority), and consider in good faith the views of one another, in connection with any analyses, appearances, presentations, memoranda, briefs, arguments, opinions and proposals made or submitted by or on behalf of any Party in connection with proceedings under or relating to any federal, state or foreign antitrust or fair trade Law, and will provide one another with copies of all material communications from and filings with, any Governmental Authorities in connection with the Transactions contemplated hereby. Any filing fees required to be paid by the Parties under any filing with any Governmental Authority shall be borne one-half by IP and one-half by UWWH. Notwithstanding anything to the contrary set forth above i...
Competition Approvals. All Competition Approvals required in connection with the consummation of the transactions contemplated hereby shall have been obtained and shall remain in full force and effect.
Competition Approvals. All clearances or approvals required from any Governmental Entity, including pursuant to any antitrust or trade regulation laws or regulations, shall have been received in connection with the Merger and the Related Transactions, other than those clearances or approvals the failure of which to obtain would not have, individually or in the aggregate, a Company Material Adverse Effect.
Competition Approvals. The waiting period (and any extension thereof) applicable to the consummation of the Merger under the HSR Act shall have expired or early termination thereof shall have been granted.
Competition Approvals. The approval from the Competition Commission of India in respect of the Transactions shall have been obtained in writing and shall be in effect and shall not be subject to any modifications (except such modifications that have been agreed to by each party in writing) and, if applicable, the waiting period during which the Competition Commission of India is required to provide its decision in respect of the Transactions, together with any extensions thereof, or mandated filings thereunder shall have expired, been terminated or been made, as applicable; and
Competition Approvals. All Consents from Competition Authorities in the jurisdictions set forth on Schedule 8.01(a) relating to the Transactions shall have been obtained and shall remain in full force and effect.
Competition Approvals. The applicable waiting periods under the HSR Act and the German Competition Act shall have expired or been terminated.
Competition Approvals. In connection with the transactions contemplated by this Agreement, after the date hereof, Graco shall submit to the FTC an application for approval of divestiture (the “Application for Approval of Divestiture”) pursuant to Section 2.41(f) of the FTC’s Rules of Practice and Procedure, 16 C.F.R. § 241, and the Final Order. Notwithstanding anything to the contrary contained in this Agreement, Graco shall be entitled to provide copies of this Agreement, the Disclosure Schedules and all Ancillary Agreements to the FTC in connection with Graco’s submission of the Application for Approval of Divestiture. Purchaser Parent and US Purchaser shall, and shall cause their respective Affiliates to, provide to Graco all information reasonably requested by Graco and its Affiliates to enable Graco to timely prepare and submit the Application for Approval of Divestiture; provided, however, that Purchaser Parent and US Purchaser shall not be required to provide Graco with any business plan for the Liquid Finishing Business or any other business of Purchaser Parent and US Purchaser and their respective Affiliates or other competitively sensitive information and that Purchaser Parent and US Purchaser may designate information as Confidential – Outside Counsel Only, in which event Purchaser Parent and US Purchaser may provide such Confidential – Outside Counsel Only information to Graco’s outside counsel, who shall not share it with any Person except the FTC. Purchaser Parent and US Purchaser further covenant and agree that, in connection with Graco’s submission of the Application for Approval of Divestiture and the FTC’s consideration of the transactions contemplated by this Agreement and the Ancillary Agreements, Purchaser Parent and US Purchaser shall, and shall cause their respective Affiliates to, submit to the FTC any information required or requested by the FTC to be submitted by Purchaser Parent or US Purchaser or any of their respective Affiliates. Without limiting the foregoing, the parties shall, and shall cause their respective Affiliates to, comply with any requests for information, including requests for production of documents and production of witnesses for interviews or depositions, by the FTC and any other U.S. or non-U.S. antitrust authority. Purchaser Parent and US Purchaser, on the one hand, and Graco and Graco US Finishing Brands, on the other hand, shall cooperate with each other and use their respective reasonable best efforts to obtain as promptly as p...
