Competition Law Matters. Clauses 4.3 to 4.8 apply to any Competition Law review of the Transaction by any Competition Authority, irrespective of whether they are covered by the Competition Condition.
Competition Law Matters. Xxxxxx and its affiliates do not have assets in Canada that exceed $225,000,000, or gross revenues from sales in, from or into Canada, that exceed $180,000,000, all as determined in accordance with Part IX of the Competition Act (Canada) and the Notifiable Transactions Regulations thereunder.
Competition Law Matters. 8.1 So far as the Seller is aware, the Company has not at any time been and is not a party to or concerned in any agreement, arrangement, concerted practice or conduct which was or is:
8.1.1 registrable under the provisions of the Restrictive Trade Practices Xxx 0000;
8.1.2 within the scope of Article 81 of the Treaty of Rome or Article 53
(1) of the Agreement on the European Economic Area;
8.1.3 an abuse of a dominant position under Article 82 of the Treaty of Rome or Article 54 of the Agreement on the European Economic Area;
8.1.4 unlawful by virtue of the Resale Prices Xxx 0000;
8.1.5 within either of the prohibitions contained in Chapters I and II of the Competition Xxx 0000, whether or not subject to a transitional exemption; or
8.1.6 a material infringement of the competition law of any other jurisdiction to which the Company has been or is subject.
8.2 The Company has not at any time received, any process, notice, communication or request for information with respect to any actual or proposed agreement, arrangement, concerted practice or conduct of the Company from the Office of Fair Trading, the Monopolies and Mergers Commission, the Secretary of State for Trade and Industry, the European Commission, the EFTA Surveillance Authority. The Company has not been the subject of any report, decision, order, judgment or injunction made, taken or obtained by any such person or body, nor has the Company given or been the subject of any undertaking or assurances given to any such person or body.
8.3 No notification to the Office of Fair Trading for guidance or a decision under the Competition Xxx 0000 has been made by or on behalf of the Company.
Competition Law Matters. 8.16.1 The MedTech Business does not take part in any agreements, resolutions or concerted practice the purpose or result (actually or potentially) of which is to directly or indirectly prevent, restrict or distort competition, contrary to current competition law.
Competition Law Matters. (a) The parties shall use their commercial best efforts to promptly provide or cause to be provided to the Governmental Entities with regulatory jurisdiction over enforcement of any applicable federal, state, local or foreign antitrust, competition, premerger notification or trade regulation Law (“Antitrust Laws” and each such Governmental Entity, a “Governmental Antitrust Entity”) information and documents requested by the Governmental Antitrust Entity or necessary to permit consummation of the transactions contemplated by this Agreement, including promptly preparing and filing any notification or form and related material required under the Antitrust Laws, and thereafter to promptly respond to any request for additional information or documentary material requested by the Governmental Antitrust Entity.
(b) In so doing, the parties shall cooperate and keep each other informed as to the status of the proceedings with each Governmental Antitrust Entity, including providing each other with copies of all related applications, notifications, filings and submissions, excluding any part thereof constituting confidential information, in draft form, in order for each of the parties to provide comments thereon. As soon as practicable, the party to whom a request from a Governmental Antitrust Entity was made shall provide its proposed submission or response to each of the other parties or their counsel, shall consult with the other parties or their counsel as to the content of the proposed submission or response, and shall consider in good faith any suggestions made by the other parties or their counsel concerning the proposed submission or response, all with a view to promptly furnishing to the Governmental Antitrust Entity the information requested. In the event that any meeting or call is scheduled with a Governmental Antitrust Entity, each party and its counsel shall be given the opportunity to attend such meeting or call in person. Notwithstanding the foregoing, each party reserves the right to limit or restrict the exchange of competitively sensitive information about such party from the other party (although, in such cases, external counsel shall be allowed access to such information where reasonably necessary in connection with any proceedings before a Governmental Antitrust Entity).
(c) None of the parties shall take any action that will have the effect of delaying, impairing or impeding the expiration of a waiting period under the Competition Act, the HSR ...
Competition Law Matters. To the best of the Sellers' knowledge, the Company is not nor has been a party to any practice, arrangement, agreement or understanding which is in breach of national and/or supranational competition laws or which may lead to any decree from competition authorities having a material adverse effect on the business of the Company.
Competition Law Matters. 6.1 No member of the ntl Group has in the last 4 years:
6.1.1 received any process, notice, communication or request for information with respect to any actual or proposed agreement, arrangement or concerted practice relating to the Broadcast Business from the OFT, the Competition Commission, the Secretary of State, the European Commission, the EFTA Surveillance Authority or any other person or body involved in the investigation and/or regulation of mergers or anti-competitive agreements or practices anywhere in the world (for the purposes of this paragraph 6.1 only, each a “Competition Authority”); or
6.1.2 given any undertaking to any Competition Authority in respect of merger control, anti-competitive agreements or practices which is still extant.
6.2 All members of the ntl Group have in all material respects complied with all undertakings given to any Competition Authorities relating to the Broadcast Business.
Competition Law Matters. (a) To the Seller's Best Knowledge, no Target Group Company has in the 24 months prior to the date of this Agreement given a material undertaking to, or is subject to any order of or investigation by, any competition Governmental Authority under any applicable anti-trust legislation, including WEKO.
(b) No Target Group Company has received any written ruling from, nor written notification that it is under investigation, by any Governmental Authority or suggesting that it has dominant market position or significant market power.
(c) Details of all grants, allowances, aid or subsidies from any Governmental Authority to any Target Group Company during the 24 months prior to the date of this Agreement are disclosed in the Disclosure Information.
Competition Law Matters. 16.1 The Company is not and has never been a party to any agreement, decision or concerted practice which infringes Article 81 of the EC Treaty or which infringes the Chapter I prohibition (as referred to in section 1 of the Competition Act 1998) and the Sellers have not and have never been in contravention of any regulation or other enactment made or measures taken under Article 83 and/or Article 308 of the EC Treaty.
16.2 The Company has never received aid, whether financial or otherwise or whether direct or indirect, the granting of which infringed Articles 87-89 of the EC Treaty.
16.3 No action, practice, course of conduct or arrangement now or previously done or carried on by the Company, and no agreement to which the Company is or was a party, and no part of any such agreement:
(a) contravenes in whole or in part the Trade Descriptions Acts 1968 to 1972;
(b) was unlawful by virtue of the Fair Trading Xxx 0000;
(c) contravenes in whole or in part the Consumer Credit Xxx 0000;
(d) was unlawful by virtue of the Resale Prices Xxx 0000;
(e) was unlawful by virtue of the Restrictive Trade Practices Xxx 0000 or the Restrictive Trade Practices Xxx 0000;
(f) has so far as the Warrantors are aware been the subject of any investigation or reference under the Competition Xxx 0000;
(g) is or was an infringement of Article 82 of the EC Treaty;
(h) is or was an infringement of the Chapter II prohibition (as referred to in section 18 of the Competition Act 1998); or
(i) is or was an infringement of the Enterprise Xxx 0000.
16.4 The Company does not have a dominant position in any market in either the European Union or any substantial part of the European Union, or in the United Kingdom or any part of it, for the purposes of Article 82 of the EC Treaty or the Chapter II prohibition (as referred to in section 18 of the Competition Act 1998).
16.5 The Company has not at any time received, nor so far as the Warrantors are aware are there any grounds for believing that it may receive, any process, notice, communication or any formal or informal request for information with reference to any actual or proposed agreement, decision, arrangement, concerted practice, trading policy or practice, course of conduct or activity from the Office of Fair Trading, the Director General of Fair Trading, the Competition Commission, the Secretary of State for Trade and Industry, the Commission of the European Communities or from any other person or body (wherever situated) whose task it i...
Competition Law Matters. Neither the Company nor any of the Subsidiaries is or has at any time during the period of 10 years prior to the date of this Agreement been:
(A) party to or engaged in any agreement, arrangement, understanding, practice or conduct (unilateral or otherwise) which was or is an infringement of Competition Law;
(B) affected by any existing or pending report, decision, judgment, order, undertaking, commitment, assurance or similar measure made, taken or obtained by or given to any tribunal or court in relation to Competition Law or any Competition Authority;
(C) the subject of, or involved in any inquiry or other proceeding (whether formal or informal) or, so far as the Vendor is aware, any investigation, by or before any tribunal or court in relation to Competition Law or any Competition Authority, nor is it in receipt of any complaint from any third party alleging breach of Competition Law;
(D) in receipt of any payment, guarantee, financial assistance or other form of state aid which fell within the scope of Article 107 of the TFEU or any similar laws which are or have been applicable to the Company or any of its Subsidiaries, nor is any such aid currently being applied for with a view to benefitting the Company or any of its Subsidiaries; or * - Confidential Treatment Requested. Omitted portions filed with the Securities and Exchange Commission.
(E) been party to or, so far as the Vendor is aware, affected by any contract awarded in breach of Public Procurement Law or which has been varied or extended in breach of Public Procurement Law.
