Competition Clearance Sample Clauses
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Competition Clearance. (a) The parties hereto shall cooperate with each other (including by furnishing relevant information) in complying with any filing or notification formalities required to obtain any approval or clearance of or non-objection found to be applicable to the Merger by any competent anti-trust or competition authority.
(b) Without limitation of Section 6.10(a), Parent and the Company undertake and agree to file as soon as practicable (and in any event not later than ten (10) days after the date hereof), if required by law, a Notification and Report Form under the HSR Act with the Federal Trade Commission (the “FTC”) and the Antitrust Division of the Department of Justice (the “DOJ”).
(c) Each of Parent and the Company shall, in connection with the efforts referenced in Section 6.10(a) to obtain all requisite approvals and authorizations for the Merger and the other transactions contemplated by this Agreement under the HSR Act or any other Legal Requirement, if any, use its Commercially Reasonable Efforts to (i) cooperate in all respects with each other in connection with any filing or submission and in connection with any request by the FTC or DOJ for additional information and documents or any investigation or other inquiry, including any proceeding initiated by a private party, (ii) promptly inform the other party of any material communication received by such party from, or given by such party to, the FTC, the DOJ or any other Governmental Entity and of any material communication received or given in connection with any proceeding by a private party, in each case regarding any of the Merger and the other transactions contemplated by this Agreement, (iii) permit the other party to review any communication given by it to, and consult with each other in advance of any meeting or conference with, the FTC, the DOJ or any such other Governmental Entity or, in connection with any proceeding by a private party, with any other Person, and to the extent permitted by the FTC, the DOJ or such other applicable Governmental Entity or other Person, give the other party the opportunity to attend and participate in such meetings and conferences (provided however, that the parties may comply with this Section 6.10(c)(iii) by designating that certain sensitive information shall only be shared with the respective parties’ outside legal counsel) and (iv) promptly take reasonable actions to respond to inquiries from the FTC, DOJ or any other Governmental Entity regarding the legal...
Competition Clearance. If applicable, the Consent under the (Indian) ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇, and the rules promulgated thereunder in respect of the sale and purchase of all the Purchased Shares pursuant to this Agreement and the other Contemplated Transactions shall have been obtained in a form satisfactory to the Purchasers and shall remain in full force and effect.
Competition Clearance. The waiting period (and any extension thereof) under the HSR Act applicable to the transactions contemplated under the Agreement shall have been terminated or shall have expired. The Commission of the European Communities shall have declared the concentration brought about by this Agreement compatible with the common market and the functioning of the Agreement on the European Economic Area under Council Regulation (EEC) No 4064/89 of December 21, 1989 "on the control of concentrations between undertakings" and such declaration shall not be subject to any conditions which materially prejudice Buyer's rights and obligations under this Agreement.
Competition Clearance. 9.13.1. Subject to the terms hereof, Buyers and Sellers agree to cooperate and to use commercially reasonable efforts to obtain, as promptly as practicable following the date hereof, any Governmental Approvals required for the Closing under the HSR Act, EC Merger Regulation and any other applicable Competition/Investment Law, to respond to any government requests for information thereunder, to contest and resist in good faith any action thereunder, and to have lifted or overturned any Governmental Order that restricts, prevents or prohibits the consummation of the transactions contemplated by this Agreement. The Parties will use commercially reasonable efforts to complete Schedule 9.13.1 and Schedule 10.1.2, no later than five (5) Business Days after the date hereof which will include a list of all countries in which competition filings may be required or are appropriate. In this respect, each applicable Buyer will make (or continue to prosecute, if made previously) all the competition filings set forth in Schedule 9.13.1 promptly, but in no event later than twenty-six (26) days after the date hereof, and such Buyers will: (i) promptly inform Delphi of all oral and written communications with any Governmental Authority in respect of any required Governmental Approval; (ii) give Delphi the opportunity to comment on all filings and any response prepared by such Buyer prior to Buyers’ submitting such response to the relevant Governmental Authority; and (iii) afford Delphi or any Seller designated by Delphi the opportunity to attend any meetings, telephone conferences or video conferences organized with the Governmental Authorities in relation to any required Governmental Approval. Notwithstanding the foregoing, the Parties agree that none of them will make any voluntary filing under applicable foreign antitrust laws or regulations unless advised by legal counsel in such jurisdiction that the failure to make a filing could result in a Material Adverse Effect (including on the ability of a Party to consummate the transactions contemplated by this Agreement and the Ancillary Agreements) or otherwise be in violation of applicable Law. Each Party hereto will promptly inform the other of any oral or other communication from any Governmental Authority regarding any of the transactions contemplated by this Agreement and the Ancillary Agreements. If the competition authority in any such country: (i) imposes conditions upon its approval of the transactions contemplated...
Competition Clearance. The Proposed acquirer shall have received the decision of the Moldovan Competition Council either informing that the transaction with the Target shares does not fall under the provisions of the competition law of the Republic of Moldova or declaring it compatible with the competition environment. (ii) Termenii și Condițiile Licitației. Termenii și condițiile Licitației nu vor devia de la termenii și condițiile stabilite de Vînzător în cererea sa către Bursa de Valori a Moldovei. (iii) Aprobare concurențială. Achizitorul potențial a primit decizia Consiliului Concurenței al Republicii Moldova care informează că tranzacția cu Acțiunile-țintă nu cade sub incidența legislației Republicii Moldova privind concurența, fie o declară compatibilă cu mediul concurențial.
Competition Clearance. The parties hereto shall cooperate with each other (including by furnishing relevant information) in complying with any filing or notification formalities required to obtain any approval or clearance of or non-objection found to be applicable to the transactions contemplated by this Agreement by any competent anti-trust or competition authority.
Competition Clearance. (a) Without limiting Section 6.6, each Party agrees to make, or cause to be made, (i) an appropriate filing of a Notification and Report Form pursuant to the HSR Act with respect to the transactions contemplated by this Agreement as promptly as practicable and in any event within fifteen (15) Business Days of the date hereof, and (ii) any filing that may be required under any other Antitrust Law, if applicable, within twenty (20) Business Days of the date of mutual determination by the Parties as to applicability of such other Antitrust Law; and use reasonable best efforts to respond as promptly as practicable to any request for additional information and documentary material pursuant to the HSR Act or any other Antitrust Law and use reasonable best efforts to take all other actions necessary, proper or advisable to cause the expiration or termination of the applicable waiting periods under the HSR Act or any other Antitrust Law as soon as practicable.
(b) Each of Company, on the one hand, and Parent, on the other hand, shall, in connection with the efforts referenced in Section 6.7(a) to obtain all requisite approvals and authorizations for the transactions contemplated by this Agreement under the HSR Act or any other Antitrust Law, use its reasonable best efforts to (i) cooperate in all respects with each other in connection with any filing or submission and in connection with any investigation or other inquiry, including any proceeding initiated by a private party, (ii) keep the other Party reasonably informed of any communication received by such party from, or given by such Party to, the Federal Trade Commission (the “FTC”), the Antitrust Division of the Department of Justice (the “DOJ”) or any other Governmental Authority and of any communication received or given in connection with any proceeding by a private party, in each case regarding any of the transactions contemplated by this Agreement, and (iii) permit the other Party to review any communication given by it to, and to the extent reasonably practicable consult with each other in advance of any meeting or conference with, the FTC, the DOJ or any other Governmental Authority or, in connection with any proceeding by a private party, with any other Person, and to the extent permitted by the FTC, the DOJ or such other applicable Governmental Authority or other Person, give the other Party the opportunity to attend and participate in such meetings and conferences.
(c) In furtherance and not in limi...
Competition Clearance. BidCo shall have the primary responsibility for liaising with the Antitrust Authorities in relation to the Merger, and with the assistance of its advisors, will make all necessary filings to obtain the Competition Clearance as soon as permitted and practicably feasible under the relevant competition laws and shall use its reasonable best efforts to obtain the approvals of the relevant Antitrust Authorities. In particular and without prejudice to the generality of the foregoing, BidCo shall procure the filing with the Antitrust Authorities of the Form CO as set out in Annex I to the Commission Regulation (EC) No 802/2004 as soon as practicable after signing of the Merger Protocol and in any event within forty-five (45) Business Days after signing of the Merger Protocol or such longer period which is reasonably acceptable to, and approved by, Ziggo.
Competition Clearance. If Pfizer determines that Competition Clearance is required for Pfizer to obtain the rights contemplated by the Pfizer Territory Option, then Pfizer shall promptly notify Myovant thereof at least [***] days prior to its delivery of the Option Exercise Notice to Myovant. In the case of any Competition Clearances required, the Parties will coordinate in good faith regarding any required filings and any Costs associated therewith shall be borne by Pfizer. In the event that any required Competition Clearances are not obtained within [***] days after the date of the Option Exercise Notice, then the Pfizer Territory Option shall expire and Pfizer shall have no further rights with respect to the Pfizer Territory.
Competition Clearance. The conditions set out in Clause 4.1 shall have been satisfied.