HSR Act Notification. To the extent required by the HSR Act, each Purchaser shall, if it has not already done so, (a) use all commercially reasonable efforts to file or cause to be filed, as promptly as practicable after the execution and delivery of this Agreement, with the United States Federal Trade Commission and the Antitrust Division of the United States Department of Justice, all reports and other documents required to be filed by it under the HSR Act concerning the transactions contemplated hereby and (b) use all commercially reasonable efforts to promptly comply with or cause to be complied with any requests by the United States Federal Trade Commission or the Antitrust Division of the United States Department of Justice for additional information concerning such transactions in each case so that the waiting period applicable to this Agreement and the transactions contemplated hereby under the HSR Act shall expire as soon as practicable after the execution and delivery of this Agreement. Each Purchaser agrees to request, and to cooperate with the Company in requesting, early termination of any applicable waiting period under the HSR Act. Notwithstanding any other provisions hereof, in no event will any Purchaser or any of their respective controlled affiliates (as such terms are defined in Rule 12b-2 promulgated under the Exchange Act) be required to enter into or offer to enter into any divestiture, hold-separate, business limitation or similar agreement or undertaking in connection with this Agreement or the transactions contemplated hereby.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Welsh Carson Anderson Stowe Viii Lp), Securities Purchase Agreement (Savvis Communications Corp)
HSR Act Notification. To the extent required by the HSR Act, each Purchaser shall, if it has not already done so, the Company shall (a) use all commercially reasonable efforts to file or cause to be filed, as promptly as practicable after the execution and delivery of this AgreementAgreement (and, in any event, within two Business Days of such execution and delivery), with the United States Federal Trade Commission and the Antitrust Division of the United States Department of Justice, all reports and other documents required to be filed by it under the HSR Act concerning the transactions contemplated hereby Transactions, and (b) use all commercially reasonable efforts to promptly comply with or cause to be complied with any requests by the United States Federal Trade Commission or the Antitrust Division of the United States Department of Justice for additional information concerning such transactions the Transactions, in each case case, so that the waiting period applicable to this Agreement and the transactions contemplated hereby Transactions under the HSR Act shall expire as soon as practicable after the execution and delivery of this Agreement. Each Purchaser The Company agrees to request, and to cooperate with the Company Investors in requesting, early termination of any applicable waiting period under the HSR Act. Notwithstanding The Company shall pay all fees required in connection with any other provisions hereof, in no event will any Purchaser filings to be made by the Company or any of their respective controlled affiliates (as such terms are defined in Rule 12b-2 promulgated Investor under the Exchange Act) be HSR Act required to enter into or offer to enter into any divestiture, hold-separate, business limitation or similar agreement or undertaking be made in connection with this Agreement or the transactions contemplated herebyTransactions (regardless of whether such fees are otherwise required to be paid by the Company or any Investor).
Appears in 2 contracts
Samples: Backstop Agreement (Avaya Inc), Backstop Agreement (Warburg Pincus LLC)