HSR Act Matters. Acquiror, Merger Sub and the Company (as may be required pursuant to the HSR Act) promptly will complete all documents required to be filed with the Federal Trade Commission and the United States Department of Justice in order to comply with the HSR Act and, not later than fifteen (15) days after the date hereof, together with the persons who are required to join in such filings, shall file the same with the appropriate Governmental Entities. Acquiror, Merger Sub and the Company shall promptly furnish all materials thereafter required by any of the Governmental Entities having jurisdiction over such filings, and shall take all reasonable actions and shall file and use best efforts to have declared effective or approved all documents and notifications with any such Governmental Entity, as may be required under the HSR Act or other Federal antitrust laws for the consummation of the Merger and the other transactions contemplated hereby.
HSR Act Matters. Acquiror, Merger Sub and the Company (as may be required pursuant to the HSR Act) promptly will complete all documents required to be filed with the Federal Trade Commission and the United States Department of Justice in order to comply with the HSR Act and, not later than fifteen (15) calendar days after the date hereof, together with the persons, if any, who are required to join in such filings, shall file such documents with the appropriate Governmental Entities. Acquiror, Merger Sub and the Company shall promptly furnish all materials thereafter required by any of the Governmental Entities having jurisdiction over such filings, and shall take all reasonable actions and shall file and use their best efforts to have declared effective or approved all documents and notifications with any such Governmental Entity, as may be required under the HSR Act or other federal or state antitrust laws for the consummation of the Merger and the other transactions contemplated hereby. Acquiror and the Company shall each pay one-half (1/2) of all filing fees related to compliance with the HSR Act in connection with the transactions contemplated hereby.
HSR Act Matters. All applicable waiting periods under the HSR Act relating to the transactions contemplated by this Agreement shall have expired or been terminated without the imposition of any conditions.
HSR Act Matters. (a) Notwithstanding the provisions of Paragraphs I C and ID of this Agreement but subject to Paragraph 1F(b), the Company shall not be required to sell any Option Shares to the Purchasers hereunder, and the Purchasers shall not be required to purchase such shares from the Company, unless any filings under the HSR Act required to be made by the Purchasers and the Company with respect to any such purchase shall have been made and the waiting period with respect thereto shall have expired or been terminated. Any sale of Option Shares by the Company to the Purchasers that is subject to a filing under the HSR Act shall be made at an Option Closing on a date selected by the Company (in the case of the Put Option) and the Purchasers (in the case of a Call Option) not later than 15 Business Days after the waiting period with respect to the HSR Act shall have expired or terminated.
(b) As promptly as practicable after the date of delivery of any Put Notice or Call Notice in which the exercise of a Put Right or Call Right would require the sale and purchase of Option Shares that is subject to a filing under the HSR Act, the Purchasers and the Company will each promptly make any filings required by the HSR Act to be made in order to consummate the sale of Option Shares by the Company to the Purchasers, and following the date of this Agreement, each party hereto will cooperate with the other parties hereto in connection with any such filings required by the HSR Act. The Company will bear all the filing fees associated with any such filing. Notwithstanding anything to the contrary contained herein, nothing in this Agreement will require any Person, whether pursuant to an order of the Federal Trade Commission or the United States Department of Justice or otherwise, to dispose of any assets, lines of business or equity interests, or otherwise take any action that would materially affect its business, in order to obtain the consent of the Federal Trade Commission or the United States Department of Justice to the transactions contemplated by this Agreement. The Purchasers shall promptly provide the Company (or the Company's counsel) copies of all filings made and any materials submitted by the Purchaser in connection with the HSR Act and the Company shall promptly provide the Purchasers (or the Purchasers' counsel) copies of all filings made and any materials submitted by the Company in connection with the HSR Act, but, in each case, only to the extent such filings are sub...
HSR Act Matters. 68 10.2.16 Maintenance of Two Members of Genesis.......................69 10.2.17 JWCFS Consents and Approvals...............................69 10.3 Conditions Precedent to the Obligations of Genesis and the Genesis Members.............................................................69 10.3.1 Accuracy of Representations and Warranties...................69 10.3.2 Compliance with Obligations and Conditions...................69 10.3.3
HSR Act Matters. If JWCFS shall determine that filings pursuant to and under the HSR Act are necessary or appropriate in connection with the effectuation of this Agreement, and shall advise Genesis of that determination, Genesis and the Genesis Members will promptly compile and file under the HSR Act such information respecting it as the HSR Act requires of Genesis or the Genesis Members, and the expiration or termination of the applicable waiting period and any extension thereof under the HSR act shall be deemed a condition precedent to the Closing.
HSR Act Matters. Buyer will notify Seller of its intent to exercise the Warrants, which notice will be non-binding and if required under the HSR Act, Seller and Buyer will as promptly as practicable file with the United States Federal Trade Commission (the "FTC") and the United States Department of Justice (the "DOJ") (i) the notification and report form, if any, required for the transactions contemplated by this Agreement, including without limitation any exercise by Buyer of the Warrants, and (ii) any supplemental information requested in connection therewith pursuant to the Xxxx-Xxxxx-Xxxxxx Act of 0000 (xxx "XXX Xxx"). Seller and Buyer will use commercially reasonable efforts to take all such actions, such that the waiting period specified in the HSR Act will expire or be satisfied as soon as reasonably possible. Prior to such expiration or satisfaction, Buyer agrees not to exercise the Warrant in whole or in part.
HSR Act Matters. 47 Section 6.06
HSR Act Matters. If SLL shall determine that filings pursuant to and under the HSR Act are necessary or appropriate in connection with the effectuation of the transactions contemplated hereby, and advises the Company in writing of that determination, the Hellers shall cause the Company promptly to compile and file (or will cause its "ultimate parent entity" (as determined for purposes of the HSR Act) to file) under the HSR Act such information respecting it as the HSR Act requires of an Entity to be acquired, and the expiration or termination of the applicable waiting period and any extension thereof under the HSR Act shall be deemed a condition precedent set forth in Section 6.1.
HSR Act Matters. If Apple shall determine that filings pursuant to and under the HSR Act are necessary or appropriate in connection with the effectuation of the Acquisition or the consummation of the acquisitions contemplated by the Other Agreements, and advises the Seller in writing of that determination, the Seller promptly will compile and file under the HSR Act such information respecting it as the HSR Act requires of an Entity to be acquired, and the expiration or termination of the applicable waiting period and any extension thereof under the HSR Act shall be deemed a condition precedent set forth in Section 7.02(b).
