Common use of Filings, Etc Clause in Contracts

Filings, Etc. From the date hereof to the Closing Date, Buyer will, as promptly as practicable, but in no event later than fifteen days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer or its Affiliates pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (the “Requisite Regulatory Approvals”), including but not limited to filings pursuant to the Change in Bank Control Act, the Colorado Revised Statutes, or as required by the OCC, the FDIC, or any other Governmental Authority, if applicable. The Seller will have the right to review in advance, and to the extent practicable Buyer will consult with the Seller, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Approvals; provided, that Buyer’s 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, Buyer, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer or its Affiliates and give such undertakings or otherwise use its reasonable best efforts as may be required for Buyer and its Affiliates to consummate the transactions contemplated hereby. Buyer shall use its commercially reasonable efforts to promptly obtain any Governmental Approvals for the consummation of this transaction and shall keep Seller apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer will, as promptly as practicable, but in no event later than fifteen 30 days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer or its Affiliates pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (the “Requisite Regulatory Approvals”)hereby, including but not limited to filings pursuant to the Change in Bank Control Act, Required Buyer Approvals set forth on Section 3.2.2(b) of the Colorado Revised Statutes, or as required by the OCC, the FDIC, or any Buyer Disclosure Schedule and all other Governmental Authority, if applicableApprovals required for the transactions contemplated by this Agreement. The Seller will have the right to review in advance, and to the extent practicable Buyer will consult with the Seller, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Required Buyer Approvals; provided, that Buyer’s 's 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, Buyer, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer or its Affiliates and give such undertakings or otherwise use its commercially reasonable best efforts as may be required for Buyer and its Affiliates to consummate the transactions contemplated herebyhereby (including, without limitation, the Stock Sale and the Reorganization). Buyer shall use its commercially reasonable efforts to promptly obtain any clearance required pursuant to the HSR Act or any other Governmental Approvals for the consummation of this transaction and shall keep Seller apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ ' assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer will, as promptly as practicable, but in no event later than fifteen days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer or its Affiliates pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (the “Requisite Regulatory Approvals”), including but not limited to filings pursuant to the Colorado Revised Statutes, the Change in Bank Control Act, the Colorado Revised Statutes, or as required by the OCC, the FDIC, or any other Governmental Authority, if applicable. The Seller will have the right to review in advance, and to the extent practicable Buyer will consult with the Seller, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Approvals; provided, that Buyer’s 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, Buyer, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer or its Affiliates and give such undertakings or otherwise use its reasonable best efforts as may be required for Buyer and its Affiliates to consummate the transactions contemplated hereby. Buyer shall use its commercially reasonable efforts to promptly obtain any Governmental Approvals required for the consummation of this transaction and shall keep Seller apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer Seller will, as promptly as practicable, but in no event later than fifteen days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer Seller or its Affiliates the Target Companies pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (hereby; provided, that Buyer will have sole responsibility for initiating communication with the “Requisite Regulatory Approvals”), including but not limited to filings pursuant to FTC or the Change in Bank Control Act, the Colorado Revised Statutes, or as required by the OCC, the FDIC, or any other Governmental Authority, if applicableDOJ. The Seller Buyer will have the right to review in advance, and to the extent practicable Buyer Seller will consult with the SellerBuyer, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Approvalssuch filings; provided, that BuyerSeller’s 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, BuyerSeller, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer Seller or its Affiliates and give such undertakings or otherwise use its reasonable best efforts the Target Companies, as may be required for Buyer and its Affiliates Seller to consummate the transactions contemplated hereby. Buyer Seller shall use its commercially reasonable efforts to promptly obtain any Governmental Approvals required for the consummation of this transaction and shall keep Seller Buyer apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from from, any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer Seller shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer Seller will, as promptly as practicable, but in no event later than fifteen 30 days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer Seller or its Affiliates Target Company pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (including the “Requisite Regulatory Approvals”Stock Sale and the Reorganization), including but not limited to filings pursuant to the Change in Bank Control ActHSR Act and all other Required Seller Approvals; provided, that Buyer will have sole responsibility for initiating communication with the Colorado Revised Statutes, FTC or as required by the OCC, the FDIC, or any other Governmental Authority, if applicableDOJ. The Seller Buyer will have the right to review in advance, and to the extent practicable Buyer Seller will consult with the SellerBuyer, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Approvalssuch filings; provided, that Buyer’s Seller's 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, BuyerSeller, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer Seller or its Affiliates and give such undertakings or otherwise use its reasonable best efforts Target Company, as may be required for Buyer and its Affiliates Seller to consummate the transactions contemplated herebyhereby (including, without limitation, the Stock Sale and the Reorganization). Buyer Seller shall use its commercially reasonable efforts to promptly obtain any clearance required pursuant to the HSR Act or any other Governmental Approvals for the consummation of this transaction and shall keep Seller Buyer apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from from, any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer Seller shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ ' assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer will, as promptly as practicable, but in no event later than fifteen 30 days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer or its Affiliates pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (the “Requisite Regulatory Approvals”)hereby, including but not limited to filings pursuant to the Change in Bank Control Act, Required Buyer Approvals set forth on Section 3.2.2(b) of the Colorado Revised Statutes, or as required by the OCC, the FDIC, or any Buyer Disclosure Schedule and all other Governmental Authority, if applicableApprovals required for the transactions contemplated by this Agreement. The Seller will have the right to review in advance, and to the extent practicable Buyer will consult with the Seller, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Required Buyer Approvals; provided, that Buyer’s 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, Buyer, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer or its Affiliates and give such undertakings or otherwise use its commercially reasonable best efforts as may be required for Buyer and its Affiliates to consummate the transactions contemplated herebyhereby (including, without limitation, the Stock Sale and the Reorganization). Buyer shall use its commercially reasonable efforts to promptly obtain any clearance required pursuant to the HSR Act or any other Governmental Approvals for the consummation of this transaction and shall keep Seller apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer Seller will, as promptly as practicable, but in no event later than fifteen 30 days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer Seller or its Affiliates Target Company pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (including the “Requisite Regulatory Approvals”Stock Sale and the Reorganization), including but not limited to filings pursuant to the Change in Bank Control ActHSR Act and all other Required Seller Approvals; provided, that Buyer will have sole responsibility for initiating communication with the Colorado Revised Statutes, FTC or as required by the OCC, the FDIC, or any other Governmental Authority, if applicableDOJ. The Seller Buyer will have the right to review in advance, and to the extent practicable Buyer Seller will consult with the SellerBuyer, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Approvalssuch filings; provided, that BuyerSeller’s 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, BuyerSeller, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer Seller or its Affiliates and give such undertakings or otherwise use its reasonable best efforts Target Company, as may be required for Buyer and its Affiliates Seller to consummate the transactions contemplated herebyhereby (including, without limitation, the Stock Sale and the Reorganization). Buyer Seller shall use its commercially reasonable efforts to promptly obtain any clearance required pursuant to the HSR Act or any other Governmental Approvals for the consummation of this transaction and shall keep Seller Buyer apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from from, any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer Seller shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer Seller will, as promptly as practicable, but in no event later than fifteen days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer Seller or its Affiliates the Target Companies pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (the “Requisite Regulatory Approvals”)hereby, including but not limited to filings pursuant to the Change in Bank Control HSR Act; provided, that Buyer will have sole responsibility for initiating communication with the Colorado Revised Statutes, FTC or as required by the OCC, the FDIC, or any other Governmental Authority, if applicableDOJ. The Seller Buyer will have the right to review in advance, and to the extent practicable Buyer Seller will consult with the SellerBuyer, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Approvalssuch filings; provided, that BuyerSeller’s 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, BuyerSeller, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer Seller or its Affiliates and give such undertakings or otherwise use its reasonable best efforts the Target Companies, as may be required for Buyer and its Affiliates Seller to consummate the transactions contemplated hereby. Buyer Seller shall use its commercially reasonable efforts to promptly obtain any clearance required pursuant to the HSR Act or any other Governmental Approvals for the consummation of this transaction and shall keep Seller Buyer apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from from, any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer Seller shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer will, as promptly as practicable, but in no event later than fifteen days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer or its Affiliates pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (the “Requisite Regulatory Approvals”), including but not limited to filings pursuant to the Change in Bank Control Act, the Colorado Revised Statutes, the HSR Act, or as required by the OCC, the FDIC, or any other Governmental Authority, if applicable. The Seller will have the right to review in advance, and to the extent practicable Buyer will consult with the Seller, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Approvals; provided, that Buyer’s 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, Buyer, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer or its Affiliates and give such undertakings or otherwise use its reasonable best efforts as may be required for Buyer and its Affiliates to consummate the transactions contemplated hereby. Buyer shall use its commercially reasonable efforts to promptly obtain any clearance required pursuant to the HSR Act or any other Governmental Approvals for the consummation of this transaction and shall keep Seller apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any filing fee under the HSR Act and any similar foreign antitrust filing fees fee (if required).

Filings, Etc. From the date hereof to the Closing Date, Buyer Seller will, as promptly as practicable, but in no event later than fifteen days following the date of this Agreement, file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by or on behalf of Buyer or its Affiliates Seller pursuant to Applicable Law in connection with this Agreement or the consummation of the transactions contemplated hereby (hereby; provided that Buyer will have sole responsibility for initiating communication with the “Requisite Regulatory Approvals”), including but not limited to filings pursuant to FTC or the Change in Bank Control Act, the Colorado Revised Statutes, or as required by the OCC, the FDIC, or any other Governmental Authority, if applicableDOJ. The Seller Buyer will have the right to review in advance, and to the extent practicable Buyer Seller will consult with the SellerBuyer, in each case subject to Applicable Laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the Requisite Regulatory Approvalssuch filings; provided, provided that BuyerSeller’s 4(c) documents may be shared on an outside counsel basis only. In exercising the foregoing right, each of the parties will act reasonably and as promptly as practicable. From the date hereof to the Closing Date, BuyerSeller, as promptly as practicable, will make, or cause to be made, all such other filings and submissions under any Applicable Law applicable to Buyer or its Affiliates and give such undertakings or otherwise use its reasonable best efforts Seller as may be required for Buyer and its Affiliates Seller to consummate the transactions contemplated hereby. Buyer Seller shall use its commercially reasonable efforts to promptly obtain any Governmental Approvals required for the consummation of this transaction and shall keep Seller Buyer apprised in all material respects of the status of any communications with, and any inquiries or requests for additional information from from, any Governmental Authority and shall comply promptly with any such inquiry or request; provided, that Buyer that, Seller shall not be required to consent to the divestiture or other disposition of any of its or its Affiliates’ assets or to consent to any other structural or conduct remedy and shall have no obligation to contest, administratively or in court, any ruling, order or other action of any Governmental Authority respecting the transactions contemplated by this Agreement. Buyer shall be responsible for the payment of any antitrust filing fees (if required).