Competition Matters. Any applicable waiting period (and any extension thereof) under any Antitrust Law (including any Antitrust Laws in the European Union) relating to the Contemplated Transactions shall have expired or been terminated and any necessary approvals under any Antitrust Law shall have been obtained.
Competition Matters. Prior to an Exchange Listing, if the Access Fund, or any alternative investment vehicle established by the placement agent or an affiliate of the Access Fund (“Access Alternative Vehicle”), individually or collectively, based on the ownership of the Access Fund and any Access Alternative Vehicles of equity interests in the Fund or any alternative investment vehicle, constitutes or could reasonably be expected to constitute the ultimate parent entity (the “Ultimate Parent Entity”) for purposes of the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (together with the regulations promulgated thereunder, “HSR”), or the party otherwise obligated or required to submit a filing (including any Ultimate Parent Entity, a “Filing Party”) under any other antitrust or competition law outside the United States (“Foreign Competition Laws” and, collectively with the HSR or other antitrust or competition laws, “Competition Laws”), with respect to any proposed investment of the Fund or any alternative investment vehicle, then the Investment Manager:
(i) will provide to (or cause to be provided to) the Access Fund prompt written notice of the determination by the Fund, any alternative investment vehicle or any direct or indirect subsidiary of the Fund or any alternative investment vehicle to pursue a transaction that could reasonably be expected to give rise to any filing obligation on the part of the Fund or Access Alternative Vehicle pursuant to any Competition Law (an “Access Investment”), together with the basis for the Investment Manager’s or Fund’s determination that the Access Fund or Access Alternative Vehicle may constitute the Filing Party under any Competition Law with respect to the proposed transaction;
(ii) will prepare and provide (or cause to be prepared and provided) to the Access Fund a draft of any such required filing containing all information required to be included in such filing that is within the knowledge of any of the Investment Manager or any alternative investment vehicle; and
(iii) for any proposed investment requiring a pre-merger notification under HSR or any other prior notice or approval under any other applicable Competition Law, will not consummate any such proposed investment until the applicable waiting periods have expired or been terminated or approvals have been obtained unless (A) so doing would not have any adverse effect on any of the Competition Indemnified Parties (as defined below), the Fund, any alternative inv...
Competition Matters. (i) The waiting period (and any extension thereof) applicable to the Merger under the HSR Act shall have been terminated or shall have expired, (ii) if jurisdiction to examine the transactions contemplated by this Agreement is referred to the European Commission following a request made pursuant to Article 4(5) or Article 22 of the EU Merger Regulation, a decision shall have been adopted by the European Commission pursuant to the EU Merger Regulation declaring that such transactions are compatible with the internal market (either unconditionally or subject to the fulfillment of certain conditions or obligations) or compatibility will have been deemed under Article 10(6) of the EU Merger Regulation and (iii) any consents, authorizations, orders, approvals, declarations and filings required or advisable under any other applicable antitrust or competition law or regulation and identified in Schedule I will have been made or obtained (either unconditionally or subject to the fulfillment of certain conditions or obligations).
Competition Matters. (a) To the knowledge of the Savient Companies, no Rosemont Company has been party to or concerned in any agreement, arrangement, understanding or concerted practice, or any other conduct or practice (unilateral or otherwise) which:
(i) contravenes the Competition Xxx 0000 or the Enterprise Xxx 0000;
(ii) infringes Articles 81 or 82 of the Treaty establishing the European Community or any similar provisions of the European Coal and Steel Community Treaty, European Atomic Energy Community Treaty or Treaties of the European Economic Area, or any other competition provision of those treaties or enacted under them including any rule relating to state aid, public procurement or anti-dumping;
(iii) was required to be furnished to the Director General of Fair Trading under the Restrictive Trade Practices Xxx 0000;
(iv) constitutes a breach of any relevant undertaking, order, assurance or other measure taken under the Fair Trading Xxx 0000, the Restrictive Trade Practices Xxx 0000, the Resale Prices Xxx 0000 or the Competition Xxx 0000; or
(v) infringes any competition, anti-trust or equivalent legislation of any other jurisdiction in which it conducts business or has assets or customers.
(b) To the knowledge of the Savient Companies, no Rosemont Company is currently subject to any prohibition, order, condition, undertaking, assurance or similar measure or obligation imposed by or under any of the laws listed in Section 2.28(a).
(c) To the knowledge of the Savient Companies, no Rosemont Company is currently subject to any inquiry, investigation, request for information (whether formal or informal, and whether or not in writing) by any relevant authority under any of the laws listed in Section 2.28(a).
(d) To the knowledge of the Savient Companies, particulars of any agreements, practices and arrangement to which any Rosemont Company is a party which are registrable with the Office of Fair Trading or the Competition Commission in the U.K. or with the Directorate General for Competition at the Commission of the European Communities (as the case may be) have been correctly registered.
Competition Matters. (a) Acknowledgment of Competitive Situation. Each Member acknowledges that it and its Affiliates now are and/or hereinafter may be engaged in businesses which may compete with, relate to or are similar to the businesses of each other. Each Member acknowledges that it may compete with or potentially may compete with the other Member in the manufacture or sale or galvanizing steel products and services. Because the Members may compete with each other in various areas, no Member shall be obligated to render any information to any other Member, on demand or otherwise, if the Member reasonably believes it to be inappropriate to disclose such information to a competitor.
Competition Matters. To the Seller’s knowledge each of the Company and the Subsidiary have not received notification by any competent antitrust or competition authority that it is, or has been party to, or concerned in any agreement, arrangement, understanding or concerted practice, which infringes any applicable competition law rule. The Company or the Subsidiary is or have not been in violation of any applicable competition laws or similar regulations.
Competition Matters. Neither the aggregate value of the assets of the Company (and all entities controlled by the Company) located in the United States, nor the aggregate value of all sales made in or into the United States by the Company (and all entities controlled by the Company) in its most recent fiscal year, all as determined in accordance with the U.S. Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the “HSR Act”), and the rules and regulations thereunder, exceed the applicable amounts provided in Rule 802.51(b) under the HSR Act.
Competition Matters. The Buyer, together with its Affiliates, does not have assets in Canada, or gross revenues from sales in, from or into Canada, that exceed US $20,000,000, all as determined in accordance with Part IX of the Competition Act (Canada) and the Notifiable Transaction Regulations promulgated thereunder.
Competition Matters. 004600-0228-14943-Active.18252126.10 No Group Company has received any written notice or other written communication by or on behalf of any competition authority or any third party in relation to any material issue relating to the breach of the competition Laws.
Competition Matters. A.23.1 The Company has not received notification by any competent antitrust or competition authority that it is, or has been party to, or concerned in any agreement, arrangement, understanding or concerted practice, which: (a) infringes any competition rule including, without prejudice to the generality of the foregoing, any rule relating to state aid, public procurement, or anti-dumping; or (b) constitutes a breach of any term or condition of any licence, authorisation, appointment, code or similar instrument applicable to the Company and business.
A.23.2 The Company is not subject to any publication, order, condition, undertaking or similar measure or obligation imposed by or under any of the laws referred to in A.23.1.
A.23.3 The Company has not received notification that it is, nor has been, subject to any investigation, request for information, notice or other communication by any court, governmental or regulatory authority pursuant to any of the laws referred to in A.23.1.
A.23.4 The Company has no reason to believe that any such action as is mentioned in A.
23.1 will be taken against it in relation to any of its current activities.
A.23.5 The Company is not a party to, nor has it entered into any kind of commitment or agreement which may in any manner limit its activity.
