HSR Notification. As soon as practicable after the execution of this Agreement, but in any event no later than 30 days after such execution, the IP-I Parties and RMG will each complete and file, or cause to be completed and filed at its own cost and expense, any notification and report required to be filed under the HSR Act with respect to the transactions contemplated by this Agreement and each such filing shall request early termination of the waiting period imposed by the HSR Act. The Parties shall use their respective commercially reasonable efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The Parties shall use their respective commercially reasonable efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Each Party will cooperate to prevent inconsistencies between their respective filings and between their respective responses to all such inquiries and responses, and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding the foregoing, no Party shall be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of such Party or any of its Affiliates, if a Party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of such Party or any of its Affiliates having significant assets, net worth or revenue.
Appears in 1 contract
Samples: Asset Exchange Agreement (Charter Communications Holdings Capital Corp)
HSR Notification. As soon as practicable after the execution of this Agreement, but in any event no later than 30 60 days after such executionthe date of this Agreement, the IP-I Parties Insight and RMG TCI will each complete and file, or cause to be completed and filed at its own cost and expensefiled, any notification and report required to be filed under the HSR Act with respect to the transactions contemplated by this Agreement and each such filing shall request early termination of the waiting period imposed by the HSR Act. The Parties parties shall use their respective commercially reasonable efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The Parties parties shall use their respective commercially reasonable efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, no party shall be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of such party or any of its Affiliates, if a party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of such party or any of its Affiliates having significant assets, net worth or revenue. Each Party of the parties will coordinate with the other party with respect to its filings and will cooperate to prevent inconsistencies between their respective filings and between their respective responses to all such inquiries and responses, and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding anything to the foregoing, no Party shall be required to make any significant change contrary in the operations or activities of the business (or any material assets employed therein) of such Party or any of its Affiliates, this Agreement if a Party either party determines in good faith its reasonable business judgment that such change would be materially adverse to a request for additional data and information in connection with the operations or activities of HSR Act is unduly burdensome, either party may terminate this Agreement by notifying the business (or any material assets employed therein) of such Party or any of its Affiliates having significant assets, net worth or revenueother party within 30 days following the unduly burdensome request.
Appears in 1 contract
Samples: Asset Exchange Agreement (Insight Communications Co Inc)
HSR Notification. As soon as practicable after the ---------------- execution of this Agreement, but in any event no later than 30 days after such execution, the IP-I Parties Xxxxx and RMG TCI will each complete and file, or cause to be completed and filed at its own cost and expensefiled, any notification and report required to be filed under the HSR Act with respect to the transactions contemplated by this Agreement and each such filing shall will request early termination of the waiting period imposed by the HSR Act. The Parties shall parties will use their respective commercially reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The Parties shall parties will use their respective commercially reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Each Party of the parties will cooperate to prevent inconsistencies between their respective filings and between their respective responses to all such inquiries and responses, and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding the foregoing, no Party shall party will be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of such Party party or any of its Affiliates, if a Party party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of such Party party or any of its Affiliates having significant assets, net worth or revenue. Notwithstanding anything to the contrary in this Agreement if either party determines in its reasonable business judgment that a request for additional data and information in connection with the HSR Act is unduly burdensome, such party may terminate this Agreement by notifying the other party.
Appears in 1 contract
HSR Notification. As soon as practicable after the execution of this Agreement, but in any event no later than 30 days after such execution, the IP-I Charter Parties and RMG IPSE will each complete and file, or cause to be completed and filed at its own cost and expense, any notification and report required to be filed under the HSR Act with respect to the transactions contemplated by this Agreement and each such filing shall request early termination of the waiting period imposed by the HSR Act. The Parties shall use their respective commercially reasonable efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The Parties shall use their respective commercially reasonable efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Each Party will cooperate to prevent inconsistencies between their respective filings and between their respective responses to all such inquiries and responses, and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding the foregoing, no Party shall be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of such Party or any of its Affiliates, if a Party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of such Party or any of its Affiliates having significant assets, net worth or revenue.to
Appears in 1 contract
Samples: Asset Exchange Agreement (Charter Communications Holdings Capital Corp)