Common use of HSR Filings Clause in Contracts

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.01, Purchaser will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller in connection with Seller's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 7 contracts

Samples: Asset Purchase Agreement (Montana Power Co /Mt/), Asset Purchase Agreement (Pp&l Inc), Asset Purchase Agreement (Pp&l Inc)

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HSR Filings. In addition to and without limiting Purchasernot in limitation of Seller's covenants contained in Section 5.014.01, Purchaser Seller will (a) consult with Seller Purchaser as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with SellerPurchaser's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 7 contracts

Samples: Asset Purchase Agreement (Pp&l Resources Inc), Asset Purchase Agreement (Puget Sound Energy Inc), Asset Purchase Agreement (Pp&l Resources Inc)

HSR Filings. In addition to and without limiting Purchasernot in limitation of Parent's and Seller's covenants contained in Section 5.01SECTION 4.01, Purchaser Parent and Seller will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with SellerPurchaser's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Station Casinos Inc), Asset Purchase Agreement (Station Casinos Inc), Asset Purchase Agreement (Station Casinos Inc)

HSR Filings. In addition to and without limiting Purchasernot in limitation of Seller's covenants contained in Section 5.014.01, Purchaser Seller will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with SellerPurchaser's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Metacreations Corp), Stock Purchase Agreement (Baldwin Piano & Organ Co /De/), Purchase Agreement (Alliance Gaming Corp)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of such Seller’s covenants contained in Section 5.016.01, Purchaser such Seller will, and will cause the Company to, (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser such Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser such Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with Seller's Purchaser’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Red Rock Resorts, Inc.), Membership Interest Purchase Agreement (Station Casinos LLC)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section SECTION 5.01, if required under applicable Law, Purchaser will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Sellers in connection with Seller's Sellers' filing under the HSR Act and in connection with resolving any investigation or other regulatory inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 2 contracts

Samples: Stock Purchase Agreement (PDT Inc /De/), Investment Agreement (PDT Inc /De/)

HSR Filings. In addition to and without limiting Purchaser's Sellers’ covenants contained in Section 5.015.1, Purchaser Sellers will (a) consult with Seller as to promptly as practicable after the appropriate timing of filings and date hereof (but in any event within ten (10) business days) take promptly all actions necessary to make the filings required of Purchaser Sellers or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Sellers or its respective Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Buyers in connection with Seller's Buyers’ filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement hereby commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Samples: Purchase Agreement (Isle of Capri Casinos Inc)

HSR Filings. In addition to and without limiting Purchasernot in limitation of Seller's covenants contained in Section 5.01Sections 5.01 and 5.09, Purchaser from and after the Selection of Purchaser, Seller will (ai) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request made to Seller or its Affiliates by the FTC or the DOJ for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (ciii) cooperate with Seller Purchaser in connection with SellerPurchaser's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission FTC or the Antitrust Division of the Department of Justice DOJ or state attorneys general.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Bh Re LLC)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of the Seller Parties’ covenants contained in Section 5.014.01 above, Purchaser the Seller Parties will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser it or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser it or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and Act, (c) cooperate with Seller Purchaser in connection with Seller's Purchaser’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.general and (d) upon Purchaser’s request, request early termination of the waiting period with respect to the Sale under the HSR Act. EXECUTION COPY

Appears in 1 contract

Samples: Stock Purchase Agreement (Florida Gaming Corp)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of Sellers’ covenants contained in Section 5.014.01, Purchaser Sellers will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Sellers or its their Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Sellers or its their Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with Seller's Purchaser’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Samples: Stock Purchase Agreement (AerCap Holdings N.V.)

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HSR Filings. In addition to and without limiting Purchasernot in limitation of such Seller's covenants contained in Section 5.01, Purchaser such Seller will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser such Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser such Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with SellerPurchaser's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Samples: Asset Purchase Agreement (King Pharmaceuticals Inc)

HSR Filings. In addition to and without limiting Purchasernot in limitation of Seller's covenants contained in Section 5.015.1, Purchaser Seller will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions ----------- necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Buyer in connection with SellerBuyer's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Samples: Asset Purchase Agreement (Adaptive Broadband Corp)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of Seller’s covenants contained in Section 5.015.1, Purchaser Seller will (a) consult with Seller as to promptly as practicable after the appropriate timing of filings and date hereof take promptly all actions necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Buyer in connection with Seller's Buyer’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement hereby commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Samples: Stock Purchase Agreement (Alliance Gaming Corp)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of Sellers' covenants contained in Section 5.014.01, Purchaser Sellers will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Sellers or its their Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Sellers or its their Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with SellerPurchaser's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Samples: Stock Purchase Agreement (Primark Corp)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of Seller’s and Parent’s covenants contained in Section 5.014.01, Purchaser Seller and Parent will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Seller, Parent or its their Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller, Parent or its their Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) reasonably cooperate with Seller Purchaser in connection with Seller's Purchaser’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Samples: Escrow Agreement (Danka Business Systems PLC)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of Seller’ covenants contained in Section 5.014.01 above, Purchaser Seller will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser it or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser it or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and Act, (c) cooperate with Seller Purchaser in connection with Seller's Purchaser’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys generalgeneral and (d) upon Purchaser’s request, request early termination of the waiting period with respect to the Sale under the HSR Act.

Appears in 1 contract

Samples: Asset Purchase Agreement (Florida Gaming Corp)

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