Common use of Consents and Approvals; HSR Act Clause in Contracts

Consents and Approvals; HSR Act. (a) Each of the Company, Parent and Sub shall use its reasonable best efforts to comply promptly with all Legal Requirements which may be imposed on it with respect to this Agreement and the transactions contemplated hereby (which actions shall include, without limitation, furnishing all information required under the HSR Act and in connection with approvals of or filings with any other Governmental Entity) and will promptly cooperate with and furnish information to each other in connection with any such requirements imposed upon any of them or any of their Subsidiaries in connection with this Agreement and the transactions contemplated hereby. Each of the Company, Parent and Sub shall, and shall cause its Subsidiaries to, use their reasonable best efforts to obtain (and will cooperate with each other in obtaining) any consent, authorization, order or approval of, or any exemption by, any Governmental Entity or other public or private third party required to be obtained or made by Parent, Sub, the Company or any of their Subsidiaries in connection with the Merger or the taking of any action contemplated thereby or by this Agreement. Notwithstanding the foregoing, the Company shall not obtain any consent that will affect Parent or the Company to either of their material economic detriment, including any modification of any Contract or Permit. Each party shall promptly inform the other party of any communication with, and any proposed understanding, undertaking, or agreement with, any Governmental Entity regarding any such filings or any such transaction. Neither party shall participate in any meeting with any Governmental Entity in respect of any such filings, investigation, or other inquiry without giving the other party notice of the meeting and, to the extent permitted by such Governmental Entity, the opportunity to attend and participate. (b) In connection with any action, suit or proceeding relating to this Agreement or the Merger, Parent, Sub and the Company agree to consult with each other in formulating strategies, including, without limitation, consultation regarding the retention of counsel in situations involving multiple defendants, and in taking any other action material to the outcome of any such action, suit or proceeding.

Consents and Approvals; HSR Act. (a) Each of the Company, Parent and Sub shall use its Purchaser will take all reasonable best efforts actions necessary to comply promptly with all Legal Requirements legal requirements which may be imposed on it with respect to this Agreement and the transactions contemplated hereby (which actions shall include, without limitation, furnishing all information required under the HSR Act and in connection with approvals of or filings with any other Governmental Entity) and will promptly cooperate with and furnish information to each other eachother in connection with any such requirements imposed upon any of them or any of their Subsidiaries subsidiaries in connection with this Agreement and the transactions contemplated hereby. Each of the Company, Parent and Sub shallPurchaser will, and shall will cause its Subsidiaries subsidiaries to, use their take all reasonable best efforts actions necessary to obtain (and will cooperate with each other in obtaining) any consent, authorization, order or approval of, or any exemption by, any Governmental Entity or other public or private third party required to be obtained or made by Parent, SubPurchaser, the Company or any of their Subsidiaries subsidiaries in connection with the Merger or the taking of any action contemplated thereby or by this Agreement. Notwithstanding the foregoing, the Company shall not obtain any consent that will affect Parent or the Company to either of their material economic detriment, including any modification of any Contract or Permit. Each party shall promptly inform the other party of any communication with, and any proposed understanding, undertaking, or agreement with, any Governmental Entity regarding any such filings or any such transaction. Neither party shall participate in any meeting with any Governmental Entity in respect of any such filings, investigation, or other inquiry without giving the other party notice of the meeting and, to the extent permitted by such Governmental Entity, the opportunity to attend and participate. Notwithstanding the foregoing, it is expressly understood and agreed that Parent, Purchaser and the Company shall have no obligation to litigate or contest any administrative or judicial action or proceeding or any Order beyond January 31, 1997. (b) Notwithstanding anything to the contrary in this Agreement, including without limitation Section 5.4(a), as a result of filings made with Governmental Entities pursuant to this Agreement, neither Parent nor any of its subsidiaries, nor the Company, shall be required to divest any of their respective businesses, product lines or assets, or agree to any other limitation with respect to its business. (c) In connection with any action, suit or proceeding relating to this Agreement or of the Mergertypes described in Section 6.3(d), Parent, Sub Purchaser and the Company agree to consult with each other in formulating strategies, including, including without limitation, consultation regarding limitation the retention of counsel in situations involving multiple defendants, and in taking any other action material to the outcome of any such action, suit or proceeding.