Common use of Postponement of Closing Clause in Contracts

Postponement of Closing. Each of AmBev and Interbrew shall have the right to postpone the Closing if in such party's reasonable opinion, (a) compliance with any conditions to approval required by any Governmental Entity or Antitrust Authority pursuant to Applicable Laws would be burdensome or unduly expensive, or (b) any Governmental Entity or Antitrust Authority shall have expressed its intention or threatened to take action to impose remedies pursuant to Applicable Laws, which remedies, if imposed, would be burdensome or unduly expensive. In the event of any such postponement, the parties shall, as promptly as practicable, jointly use their reasonable best efforts to negotiate a mutually acceptable arrangement with such Governmental Entity or Antitrust Authority or a mutually acceptable restructuring of the Transactions so as to satisfy such conditions or avoid the imposition of such remedies. For purposes of this Section 6.04, a condition required by the Governmental Entity or Antitrust Authority shall be burdensome or unduly expensive (a "Burdensome Condition") only if such condition seeks (i) (A) to prohibit or limit the ownership or operation by AmBev or any of its subsidiaries of any material portion of the business or assets of AmBev and its subsidiaries, taken as a whole (as if the Transactions had been completed), or to compel AmBev or any of its subsidiaries to dispose of or hold separate any material portion of the business or assets thereof, taken as a whole (as if the Transactions had been completed), (B) to prohibit Interbrew or any of its subsidiaries from effectively controlling in any material respect the business or operations of AmBev and its subsidiaries, taken as a whole (as if the Transactions had been completed) or (C) to prohibit or limit the ownership or operation by Interbrew or any of its subsidiaries of any material portion of the business or assets thereof, or to compel Interbrew or any of its subsidiaries to dispose of or hold separate any material portion of the business or assets thereof, taken as a whole (as if the Transactions had been completed), (ii) in the case of AmBev, to impose limitations on the ability of AmBev to acquire or hold, or exercise full rights of ownership of, the Labatt Holdco Shares, including the right to vote on all matters properly presented to the shareholders of Labatt Holdco, and (iii) in the case of Interbrew, to impose limitations on the ability of Interbrew to acquire or hold, or exercise full rights of ownership of, the AmBev Shares, including the right to vote on all matters properly presented to the shareholders of AmBev.

Postponement of Closing. Each of AmBev BRC and Interbrew shall have the right to postpone the Closing if in such partyParty's reasonable opinion, (ai) compliance with any conditions to approval required by any Governmental Entity or Antitrust Authority Authorities pursuant to Applicable Laws would be burdensome or unduly expensive, or (bii) any Governmental Entity or Antitrust Authority shall have expressed its intention or threatened to take action to impose remedies pursuant to Applicable Laws, which remedies, if imposed, would be burdensome or unduly expensive. In the event of any such postponement, the parties Parties shall, as promptly as practicable, jointly use their reasonable best efforts to negotiate a mutually acceptable arrangement with such Governmental Entity or Antitrust Authority or a mutually acceptable restructuring of the Transactions so as to satisfy such conditions or avoid the imposition of such remedies. For purposes of this Section 6.0411.04, a condition required by the Governmental Entity or Antitrust Authority Authorities shall be burdensome or unduly expensive (a "Burdensome Condition") only if if, such condition seeks (ix) (A) to prohibit or limit the ownership or operation by AmBev or any of its subsidiaries of any material portion of the business or assets of AmBev and its subsidiaries, taken as a whole (as if the Transactions had been completed), or to compel AmBev or any of its subsidiaries to dispose of or hold separate any material portion of the business or assets thereof, taken as a whole (as if the Transactions had been completed), (B) to prohibit Interbrew or any of its subsidiaries from effectively controlling in any material respect the business or operations of AmBev and its subsidiaries, taken as a whole (as if the Transactions had been completed) or (C) to prohibit or limit the ownership or operation by Interbrew or any of its subsidiaries of any material portion of the business or assets thereof, or to compel Interbrew or any of its subsidiaries to dispose of or hold separate any material portion of the business or assets thereof, taken as a whole (as if the Transactions had been completed), (iiy) in the case of AmBevBRC, to impose limitations on the ability of AmBev BRC to acquire or hold, or exercise full rights of ownership of, the Labatt Holdco SharesInterbrew Shares or the Stichting Certificates, including the right to vote on all matters properly presented to the shareholders of Labatt HoldcoInterbrew or the Stichting, as the case may be, and (iiiz) in the case of Interbrew, to impose limitations on the ability of Interbrew to acquire or hold, or exercise full rights of ownership of, the Tinsel Lux Shares or the AmBev Shares, including the right to vote on all matters properly presented to the shareholders of Tinsel Lux or AmBev, as the case may be.