Consents of Governmental Authorities. The parties hereto shall cooperate with each other and use their reasonable efforts to promptly prepare and file all necessary documentation, to effect all applications, notices, petitions and filings, and to obtain as promptly as practicable all Consents of all Governmental Authorities which are necessary or advisable to consummate the transactions contemplated by this Agreement (including the Merger). The parties agree that they will consult with each other with respect to the obtaining of all Consents of all Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement and each party will keep the others apprised of the status of matters relating to consummation of the transactions contemplated herein. Each party also shall promptly advise the others upon receiving any communication from any Governmental Authority whose Consent is required for consummation of the transactions contemplated by this Agreement which causes such party to believe that there is a reasonable likelihood that any requisite Consent will not be obtained or that the receipt of any such Consent will be materially delayed.
Consents of Governmental Authorities. Our opinion in paragraph 4, above, is based upon a review of those statutes, rules, and regulations that, in our experience, are normally applicable to transactions of the type contemplated by the Agreement.
Consents of Governmental Authorities. As soon as reasonably practicable after the date hereof, the Parties shall each make and cause their respective Affiliates to make all filings with and notifications to all Governmental Authorities that are reasonably necessary on their part to consummate and make effective the transactions contemplated by this Agreement. In particular, but without limiting the foregoing each Party shall make the filings contemplated by FINRA Membership and Registration Rule 1017. Prior to making such filings, each Party shall make drafts of all such filings available to the other Party for its review. During the period of any review process by a Governmental Authority, the Parties shall keep each other promptly informed of all material developments in connection therewith.
Consents of Governmental Authorities. Except as set forth on Schedule 4.4, no consent, approval or authorization of, or registration, qualification or filing with any Governmental Authority is required to be made in connection with the execution, delivery or performance of this Agreement, the Seller Ancillary Agreements, the Xxxxxx Employment Agreement, or the Xxxxx Employment Agreement by the Seller or the Principal Shareholders or the consummation by the Seller of the transactions contemplated hereby.
Consents of Governmental Authorities. The consents set forth on Section 8.2(j) of the Purchaser Disclosure Letter shall have been obtained and no other U.S. Governmental Authority with regulatory authority over the parties shall have objected to the transactions contemplated hereby.
Consents of Governmental Authorities. Except as set forth on Schedule 4.4, no consent, approval or authorization of, or registration, qualification or filing with any Governmental Authority, is required to be made by the Seller or any of the Companies in connection with the execution, delivery or performance of this Agreement by the Seller or any of the Companies or the consummation by the Seller or any of the Companies of the transactions contemplated hereby, other than any filing and approval required under the HSR Act or Non-U.S. Anti-Trust Law.
Consents of Governmental Authorities. (a) The Permal Contributor and its counsel, on the one hand, and the EnTrust Contributor and its counsel, on the other hand, shall have the right to review in advance (and to have their reasonable comments reflected in) any information relating to the Permal Entities or EnTrust Entities, as the case may be, that appear in any filing consistent with antitrust laws made with, or written materials submitted to, any Governmental Authority in connection with the consummation of the Transactions. If any party or any Affiliate thereof receives a request for additional information or documentary material from any Governmental Authority with respect to the consummation of the Transactions, then such party will endeavor in good faith to make, or cause to be made, as soon as reasonably practicable and after consultation with the other party, an appropriate response in compliance with such request. Notwithstanding the foregoing, subject to applicable Law, with respect to any information relating to or written materials relating to antitrust matters submitted to any Governmental Authority in connection with this Agreement, the Permal Contributor and its counsel, on the one hand, and the EnTrust Contributor and its counsel, on the other hand, shall have their views considered in good faith by the other Contributor and provide counsel for the other Contributor with copies of all filings made by such party, and all correspondence between such party (and its advisors) with any Governmental Authority and any other information supplied by such party to a Governmental Authority or received from such Governmental Authority in connection with this Agreement. The Parties may also, as each deems reasonably necessary, designate any competitively sensitive material provided to the other under this Section 6.4 as “outside counsel only.” Such materials and the information contained therein shall be given only to the outside legal counsel of the recipient and will not be disclosed by such outside counsel to employees, officers or directors of the recipient unless express permission is obtained in advance from the source of the materials or its legal counsel.
(b) Each party hereto agrees to make an appropriate filing pursuant to the HSR Act with respect to the transactions contemplated by this Agreement within ten (10) Business Days after the date hereof.
Consents of Governmental Authorities. The waiting periods (and any extensions thereof) under any filings required under any applicable Antitrust Law shall have expired or been terminated and all filings required to be made prior to the Closing Date with, and all consents, approvals, permits and authorizations required to be obtained prior to the Closing Date from Governmental Authorities and third parties in connection with the execution and delivery of this Agreement and the consummation of the Transaction will have been made or obtained (as the case may be).
Consents of Governmental Authorities. Any Consent of any Governmental Authority necessary to be obtained in connection with the execution and delivery of this Agreement or the Ancillary Agreements or the transactions contemplated hereby or thereby shall have been obtained.
Consents of Governmental Authorities. Each of the Parties will use its reasonable best efforts to obtain any Consents of Governmental Authorities in connection with the consummation of the transactions contemplated by this Agreement (including efforts to influence any Governmental Authority to decline to challenge or otherwise object to the transaction). Without limiting the generality of the foregoing, each of the Parties will file any Notification and Report Forms and related material that it may be required to file with the Federal Trade Commission and the Antitrust Division of the United States Department of Justice under the HSR Act, will use its reasonable best efforts to obtain an early termination of the applicable waiting period thereunder, and will make any further filings pursuant thereto that may be necessary, proper, or advisable in connection therewith. Each of the Parties will promptly furnish to the other such necessary information and reasonable assistance as the other may request in connection with its preparation of any filing or submission which is necessary under the HSR Act. Each of the Parties will promptly provide the other with copies of all written communications (and memoranda setting forth the substance of all oral communications) between each of them or their representatives, on the one hand, and any Governmental Authority, on the other hand, with respect to this Agreement or the transactions contemplated hereby. Without limiting the generality of the foregoing, each of the Parties will promptly notify the other of the receipt and content of any inquiries or requests for additional information made by any Governmental Authority in connection therewith and shall (i) comply promptly with any such inquiry or request in a manner considered appropriate by that Party consistent with the above, and (ii) promptly provide the other with a description of the information provided to any Governmental Authority with respect to any such inquiry or request. In addition, each of the Parties will keep the other apprised of the status of any such inquiry or request.
