Common use of Efforts; Filings Clause in Contracts

Efforts; Filings. (a) Under the terms and subject to the conditions of this Agreement, each of Parent and Purchaser shall use its commercially reasonable efforts to take, agree to take, or cause to be taken, any and all actions and to do, or cause to be done, any and all things necessary, proper or advisable under any Requirement of Law or otherwise, so as to, as promptly as practicable (i) permit consummation of the purchase of the Transferred Shares and (ii) otherwise enable consummation of the transactions contemplated by this Agreement and the Related Agreements, and each such Party shall, and shall cause its respective Affiliates to, cooperate fully to that end. As used in this Section 6.6, "commercially reasonable efforts" shall be deemed to include promptly agreeing to take, taking, or causing to be taken, any and all other reasonable actions required by any Governmental Authority in jurisdictions where both the Acquired Subsidiaries and Purchaser or its Subsidiaries conduct business and the applicable Governmental Authority or applicable Law restricts the number of licenses which may be held by any group of Affiliated Persons. (b) As promptly as practicable after the date of this Agreement, but in no event later than twenty-one (21) days after the date of this Agreement, (i) if and to the extent required under the Hart-Scott-Rodino Antitrust Impxxxxxxxxx Xxx xx 1976, as amended, and the rules and regulations promulgated thereunder (the "HSR Act"), Parent and Purchaser shall prepare and file all documents and notifications with the FTC and the DOJ as are required to comply with the HSR Act and (ii) Purchaser and its Affiliates shall prepare and file all required Statements on Form A and similar filings with respect to the acquisitions of control over the Domestic Insurance Companies contemplated hereby. As promptly as practicable after the date of this Agreement, Parent and Purchaser shall prepare and file any similar filings in respect of the acquisitions of control over the International Insurance Companies contemplated hereby and any other filings with Governmental Authorities otherwise required in connection with the transactions contemplated by this Agreement and the Related Agreements. Parent and Purchaser shall cooperate with each other in good faith in the preparation of all such filings and responses, and shall do, or cause to be done, all things and take, or cause to be taken, all actions required to obtain the prompt termination of the waiting period thereunder. (c) Without limiting the foregoing, each of Parent and Purchaser hereby agrees to use its commercially reasonable efforts to prepare all documentation, to effect all filings and to obtain all permits, consents, clearances, waivers, approvals and authorizations of all Governmental Authorities and other Persons necessary to consummate the transactions contemplated by this Agreement and the Related Agreements as promptly as practicable. In connection with effecting any such filing or obtaining any such permit, consent, clearance, waiver, approval or authorization necessary to consummate the transactions contemplated by this Agreement and the Related Agreements, each of Parent and Purchaser shall, subject to applicable Law, (i) permit counsel for the other Party to review in advance, and consider in good faith the views of the other Party in connection with, any proposed written communication to any Governmental Authority, and (ii) provide counsel for the other party 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 and such Party's Subsidiaries to, or received from, a Governmental Authority relating to the transactions contemplated hereby; provided, however, that materials may be redacted or withheld (x) to the extent that they concern the valuation of the Business or alternatives to the transactions contemplated by this Agreement and the Related Agreements and (y) as necessary to comply with contractual arrangements.

Efforts; Filings. (a) Under the terms and subject to the conditions of this Agreement, each of Parent and Purchaser shall use its commercially reasonable efforts to take, agree to take, or cause to be taken, any and all actions and to do, or cause to be done, any and all things necessary, proper or advisable under any Requirement of Law or otherwise, so as to, as promptly as practicable (i) permit consummation of the purchase of the Transferred Shares and (ii) otherwise enable consummation of the transactions contemplated by this Agreement and the Related Agreements, and each such Party shall, and shall cause its respective Affiliates to, cooperate fully to that end. As used in this Section 6.6, "commercially reasonable efforts" shall be deemed to include promptly agreeing to take, taking, or causing to be taken, any and all other reasonable actions required by any Governmental Authority in jurisdictions where both the Acquired Subsidiaries and Purchaser or its Subsidiaries conduct business and the applicable Governmental Authority or applicable Law restricts the number of licenses which may be held by any group of Affiliated Persons. (b) As promptly as practicable after the date of this Agreement, but in no event later than twenty-one (21) days after the date of this Agreement, (i) if and to the extent required under the Hart-Scott-Rodino Antitrust Impxxxxxxxxx Xxx xx Improvements Act of 1976, as amended, and the rules and regulations xxx xxxxx xxx xxxulations promulgated thereunder (the "HSR Act"), Parent and Purchaser shall prepare and file all documents and notifications with the FTC and the DOJ as are required to comply with the HSR Act and (ii) Purchaser and its Affiliates shall prepare and file all required Statements on Form A and similar filings with respect to the acquisitions of control over the Domestic Insurance Companies contemplated hereby. As promptly as practicable after the date of this Agreement, Parent and Purchaser shall prepare and file any similar filings in respect of the acquisitions of control over the International Insurance Companies contemplated hereby and any other filings with Governmental Authorities otherwise required in connection with the transactions contemplated by this Agreement and the Related Agreements. Parent and Purchaser shall cooperate with each other in good faith in the preparation of all such filings and responses, and shall do, or cause to be done, all things and take, or cause to be taken, all actions required to obtain the prompt termination of the waiting period thereunder. (c) Without limiting the foregoing, each of Parent and Purchaser hereby agrees to use its commercially reasonable efforts to prepare all documentation, to effect all filings and to obtain all permits, consents, clearances, waivers, approvals and authorizations of all Governmental Authorities and other Persons necessary to consummate the transactions contemplated by this Agreement and the Related Agreements as promptly as practicable. In connection with effecting any such filing or obtaining any such permit, consent, clearance, waiver, approval or authorization necessary to consummate the transactions contemplated by this Agreement and the Related Agreements, each of Parent and Purchaser shall, subject to applicable Law, (i) permit counsel for the other Party to review in advance, and consider in good faith the views of the other Party in connection with, any proposed written communication to any Governmental Authority, and (ii) provide counsel for the other party 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 and such Party's Subsidiaries to, or received from, a Governmental Authority relating to the transactions contemplated hereby; provided, however, that materials may be redacted or withheld (x) to the extent that they concern the valuation of the Business or alternatives to the transactions contemplated by this Agreement and the Related Agreements and (y) as necessary to comply with contractual arrangements.

Efforts; Filings. (a) Under the terms and subject to the conditions of this Agreement, each of Parent and Purchaser shall use its commercially reasonable efforts to take, agree to take, or cause to be taken, any and all actions and to do, or cause to be done, any and all things necessary, proper or advisable under any Requirement of Law or otherwise, so as to, as promptly as practicable (i) permit consummation of the purchase of the Transferred Shares and (ii) otherwise enable consummation of the transactions contemplated by this Agreement and the Related Agreements, and each such Party shall, and shall cause its respective Affiliates to, cooperate fully to that end. As used in this Section 6.6, "commercially reasonable efforts" shall be deemed to include promptly agreeing to take, taking, or causing to be taken, any and all other reasonable actions required by any Governmental Authority in jurisdictions where both the Acquired Subsidiaries and Purchaser or its Subsidiaries conduct business and the applicable Governmental Authority or applicable Law restricts the number of licenses which may be held by any group of Affiliated Persons. (b) As promptly as practicable after the date of this Agreement, but in no event later than twenty-one (21) days after the date of this Agreement, (i) if and to the extent required under the HartXxxx-ScottXxxxx-Rodino Xxxxxx Antitrust Impxxxxxxxxx Xxx xx Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder (the "HSR Act"), Parent and Purchaser shall prepare and file all documents and notifications with the FTC and the DOJ as are required to comply with the HSR Act and (ii) Purchaser and its Affiliates shall prepare and file all required Statements on Form A and similar filings with respect to the acquisitions of control over the Domestic Insurance Companies contemplated hereby. As promptly as practicable after the date of this Agreement, Parent and Purchaser shall prepare and file any similar filings in respect of the acquisitions of control over the International Insurance Companies contemplated hereby and any other filings with Governmental Authorities otherwise required in connection with the transactions contemplated by this Agreement and the Related Agreements. Parent and Purchaser shall cooperate with each other in good faith in the preparation of all such filings and responses, and shall do, or cause to be done, all things and take, or cause to be taken, all actions required to obtain the prompt termination of the waiting period thereunder. (c) Without limiting the foregoing, each of Parent and Purchaser hereby agrees to use its commercially reasonable efforts to prepare all documentation, to effect all filings and to obtain all permits, consents, clearances, waivers, approvals and authorizations of all Governmental Authorities and other Persons necessary to consummate the transactions contemplated by this Agreement and the Related Agreements as promptly as practicable. In connection with effecting any such filing or obtaining any such permit, consent, clearance, waiver, approval or authorization necessary to consummate the transactions contemplated by this Agreement and the Related Agreements, each of Parent and Purchaser shall, subject to applicable Law, (i) permit counsel for the other Party to review in advance, and consider in good faith the views of the other Party in connection with, any proposed written communication to any Governmental Authority, and (ii) provide counsel for the other party 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 and such Party's Subsidiaries to, or received from, a Governmental Authority relating to the transactions contemplated hereby; provided, however, that materials may be redacted or withheld (x) to the extent that they concern the valuation of the Business or alternatives to the transactions contemplated by this Agreement and the Related Agreements and (y) as necessary to comply with contractual arrangements.

Efforts; Filings. (a) Under Subject to the terms and subject to the conditions of this Agreement, each of Parent Circuit City, FNANB, DCFI, and Purchaser shall use its commercially reasonable best efforts to take, agree to take, or cause to be taken, any and all actions and to do, or cause to be done, any and all things necessary, proper or advisable under any Requirement Requirements of Law or otherwise, so as to, as promptly as practicable practicable: (i) permit consummation of the purchase of the Transferred Shares Purchased Assets and the assumption of the Assumed Liabilities and (ii) otherwise enable consummation of the transactions contemplated by this Agreement Agreement, the Related Agreements and the Related Securitization Transfer Agreements, and each such Party shall, and shall cause its respective Affiliates to, cooperate fully to that end. As used in this Section 6.67.10, "commercially reasonable best efforts" shall be deemed to include promptly agreeing to take, taking, or causing to be taken, taken any and all other reasonable actions required by any Governmental Authority in jurisdictions where both Authority, including the Acquired Subsidiaries and Purchaser U.S. Federal Trade Commission, the Antitrust Division of the U.S. Department of Justice, or its Subsidiaries conduct business and any state attorney general, to the applicable Governmental Authority or applicable Law restricts extent necessary to consummate the number transactions contemplated by this Agreement as promptly as reasonably practicable, so long as such actions are expressly conditioned on the Closing of licenses which may be held the transactions contemplated by any group of Affiliated Personsthis Agreement. (b) As promptly as practicable but in no event later than five Business Days after the date of this Agreement, but in no event later than twenty-one (21) days after the date of this Agreement, (i) if and to the extent required under the Hart-Scott-Rodino Antitrust Impxxxxxxxxx Xxx xx 1976, as amended, and the rules and regulations promulgated thereunder (the "HSR Act"), Parent Circuit City, FNANB, DCFI, and Purchaser shall prepare and file all documents and notifications with the FTC Federal Trade Commission and the DOJ U.S. Department of Justice as are required to comply with the HSR Act and (ii) Purchaser and its Affiliates shall prepare and file all required Statements on Form A and similar filings with respect to the acquisitions of control over the Domestic Insurance Companies contemplated hereby. As promptly as practicable after the date of this AgreementAct, Parent and Purchaser shall prepare and file any similar filings in respect of the acquisitions of control over the International Insurance Companies contemplated hereby and any other filings with Governmental Authorities otherwise required in connection with the transactions contemplated by this Agreement and the Related Agreementsrules and regulations promulgated thereunder. Parent Circuit City and Purchaser shall cooperate with each other in good faith in the preparation of all such filings and responses, and shall do, or cause to be done, all things and take, or cause to be taken, all actions required to obtain the prompt termination of the waiting period thereunder. (c) Without limiting the foregoing, each of Parent Circuit City, FNANB, DCFI, and Purchaser hereby agrees to use its commercially reasonable best efforts to prepare all documentation, to effect all filings and to obtain all permits, consents, clearances, waivers, approvals and authorizations of all Governmental Authorities and other Persons (including, if applicable, the Card Associations and TSYS) necessary to consummate the transactions contemplated by this Agreement and Agreement, the Related Agreements and Securitization Transfer Agreements as promptly as practicable. In connection with effecting any such filing or obtaining any such permit, consent, clearance, waiver, approval or authorization necessary to consummate the transactions contemplated by this Agreement and Agreement, the Related Agreements and Securitization Transfer Agreements, each of Parent Circuit City, FNANB, DCFI and Purchaser shall, subject to applicable Lawlaw, (i) permit counsel for the other Party to review in advance, and consider in good faith the views of the other Party party in connection with, any proposed written communication to any Governmental Authority, and (ii) provide counsel for the other party Party 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 and such Party's Subsidiaries to, or received from, Affiliates to a Governmental Authority relating to the transactions contemplated herebyor received from such a Governmental Authority; provided, however, that materials may be redacted or withheld (x) to the extent that they concern the valuation of the Business or alternatives to the transactions contemplated by this Agreement and the Related Agreements and (y) as necessary to comply with contractual arrangements. Each of Circuit City, FNANB, DCFI and Purchaser agrees not to participate, or to permit its respective Affiliates to participate, in any substantive meeting or discussion, either in person or by telephone, with any Governmental Authority in connection with the consummation of the transactions contemplated hereby unless it consults with the other Party in advance and, to the extent not prohibited by such Governmental Authority, gives the other Party the opportunity to attend and participate.