Regulatory Act Compliance. Buyer and Seller shall each file or cause to be filed promptly following the date hereof (but in any event within thirty (30) days after date hereof), any notifications or the like required to be filed under the HSR Act and other anti-competition laws with respect to the transactions contemplated hereby. With respect to filings under the HSR Act, each of Buyer and Seller shall seek early termination of the waiting period under the HSR Act. Buyer and Seller shall use their respective reasonable best efforts to respond to any requests for additional information made by any agencies and to cause the waiting periods or other requirements under the HSR Act and all other applicable anti-competition laws to terminate or expire at the earliest possible date and to resist in good faith, at each of their respective cost and expense (including the institution or defense of legal proceedings), any assertion that the transactions contemplated hereby constitute a violation of the antitrust laws, all to the end of expediting consummation of the transactions contemplated hereby. Each of Buyer and the Seller shall consult with the other prior to any meetings, by telephone or in person, with the staff of the Federal Trade Commission, the United States Department of Justice or any other regulatory agency, and each of Buyer and Seller shall have the right to have a representative present at any such meeting. Each of Buyer and Seller shall promptly notify the other after becoming aware of any foreign antitrust or similar approval is required for consummation of the transactions contemplated hereby. Buyer and Seller shall each pay their Responsible Share Percentage of the filing fees for any filings under the HSR Act and pay such fees as they become due and payable; provided that Seller’s obligations pursuant to this sentence shall be deemed satisfied at the Closing to the extent any such fees and expenses are deducted from the Equity Value Amount (including through the calculation of Shared Expense Amount), in which case Buyer and Buyer Sub shall be responsible for paying all such fees and expenses. If a party pays an amount in excess of what it is required to pay pursuant to the foregoing sentence, it shall be entitled to reimbursement from the other party of such other party’s share.
Regulatory Act Compliance. The Buyer and the Company shall each file or cause to be filed, as promptly as practicable after the date of this Agreement, any notifications or the like required to be filed under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the “HSR Act”) and other anti-competition laws with respect to the transactions contemplated hereby and the Buyer shall pay all filing and similar fees payable in connection therewith. With respect to filings under the HSR Act, each of the parties hereto shall seek early termination of the waiting period under the HSR Act. The Buyer and the Company shall use their respective best efforts to respond to any requests for additional information made by any agencies and to cause the waiting periods or other requirements under the HSR Act to terminate or expire at the earliest possible date and (subject to the Party’s rights under Section 8A above) to resist in good faith, at each of their respective cost and expense (including the institution or defense of legal proceedings), any assertion that the transactions contemplated hereby constitute a violation of the antitrust laws, all to the end of expediting consummation of the transactions contemplated hereby. Each of the Buyer and the Company shall consult with the other prior to any meetings, by telephone or in person, with the staff of the Federal Trade Commission, the United States Department of Justice or any other regulatory agency, and each of the Buyer and the Company shall have the right to have a representative present at any such meeting. Notwithstanding the foregoing, no party shall be required to divest, or offer or agree to divest, any assets or properties (including any assets or properties of the Company or any of its Subsidiaries).
Regulatory Act Compliance. The Buyer and the Company shall each file or cause to be filed, promptly (but in any event within ten (10) Business Days) after the date of this Agreement, any notifications or other filings required to be filed under the HSR Act and other anti-competition laws with respect to the transactions contemplated hereby; provided, however, that, to the extent any information from any particular Seller is required by Applicable Law to be included in any such filing, such Seller shall use its reasonable best efforts to provide any such information concerning such Seller (to the extent available) to the Company and the Buyer in connection with their preparation of any such filings. With respect to filings under the HSR Act, each of the Company and the Buyer shall seek early termination of the waiting period under the HSR Act. The Buyer and the Company shall use their respective reasonable best efforts to respond to any requests for additional information made by any agencies and, subject to Section 9F hereof, to use their respective reasonable best efforts to cause the waiting periods or other requirements under the HSR Act and all other applicable anti-competition laws to terminate or expire at the earliest possible date and to use their reasonable best efforts to resist in good faith, at each of their respective cost and expense, any assertion that the transactions contemplated hereby constitute a violation of the antitrust laws, all to the end of expediting consummation of the transactions contemplated hereby (it being understood that the foregoing shall not require the Buyer, the Company and/or any Seller to institute an Action against any Governmental Entity in order to obtain the approval of such Governmental Entity to the transactions contemplated hereby). Each of the Buyer and the Company shall consult with the other prior to any meetings, by telephone or in person, with the staff of the Federal Trade Commission, the United States Department of Justice or any other regulatory agency, and each of the Buyer and the Company shall have the right to have an Agent present at any such meeting.
Regulatory Act Compliance. 41 11.04 Acknowledgments by Buyer and Merger Sub......................42 11.05
Regulatory Act Compliance. (a) Buyer and the Seller Parties shall each file or cause to be filed, promptly (but in any event in the case of the initial notification required under the HSR Act, within five (5) Business Days) after the date of this Agreement, any notifications or the like required to be filed by Buyer or the Seller Parties, as applicable, under the HSR Act and all other applicable Antitrust Laws with respect to the purchase and sale of the Purchased Interests and any of the other transactions contemplated by this Agreement. Buyer will pay 100% of any fees associated with the filings referred to in this Section 6.04(a).
Regulatory Act Compliance. Buyer, Merger Sub and the Company shall each file or jointly file, if applicable, or cause to be filed, promptly (but in any event within seven business days) after the date of this Agreement, any notifications, approval applications or the like required to be filed under the HSR Act and other merger control laws with respect to the transactions contemplated hereby and Buyer shall pay all filing and similar fees and related expenses payable in connection therewith. With respect to filings under the HSR Act, each of the parties hereto shall seek early termination of the waiting period under the HSR Act. Buyer, Merger Sub and the Company shall use their respective reasonable best efforts to respond to any requests for additional information made by any Governmental Entity promptly (and in any event within five business days) and to cause the waiting or approval periods or other requirements under the HSR Act and other merger control laws to terminate or expire at the earliest possible date and to resist in good faith, at each of their respective cost and expense (including the institution or defense of legal proceedings), any assertion that the transactions contemplated hereby constitute a violation of any antitrust or merger control laws, all to the end of expediting consummation of the transactions contemplated hereby. Each of Buyer, Merger Sub and the Company shall (i) provide notice to the other parties of any notices or communications received by such party in respect of such filings and (ii) consult with the other prior to any meetings, by telephone or in person, with the staff of the Federal Trade Commission, the United States Department of Justice or any other Governmental Entity administering other merger control laws, and each of Buyer, Merger Sub and the Company shall have the right to have a representative present at any such meeting.
Regulatory Act Compliance. The parties shall each file or cause to be filed, promptly (but in any event in the case of the initial notification required under the HSR Act on or prior to January 25, 2019, or on or before such later date as Buyer and the Company may mutually agree in writing) after the date of this Agreement, any notifications or the like required to be filed by Buyer or the Company, as applicable, under the HSR Act and all other applicable Antitrust Laws with respect to the purchase and sale of the Purchased Securities and any of the other transactions contemplated by this Agreement (and shall specifically request early termination of the waiting period thereunder). Each of Buyer and the Company (as a Company Expense) shall pay 50% of any filing fees with respect to such filings. The parties shall use their reasonable best efforts to respond to any requests for additional information made by any Antitrust Authorities and to take all actions necessary (and not omit or fail to take any action necessary) to cause the waiting periods or other requirements under the HSR Act and all other applicable Antitrust Laws to terminate or expire at the earliest possible date and in no event any later than necessary to ensure that the Closing will occur no later than the Termination Date (assuming all other conditions to Buyer’s obligation to close have been satisfied or will be satisfied at the Closing), including resisting in good faith, at each of their respective cost and expense (including the institution or defense of legal proceedings), any assertion that the transactions contemplated hereby constitute a violation of any Antitrust Laws. Buyer agrees to take all actions that are necessary or advisable or as may be required by any Governmental Entity pursuant to any Antirust Law to expeditiously (and in no event later than the Termination Date) consummate the transactions contemplated by this Agreement, including (A) selling, licensing or otherwise disposing of, or holding separate and agreeing to sell, license or otherwise dispose of (1) any entities, assets or facilities of any Company Entity after the Closing or (2) any entity, facility or asset of Buyer or its Affiliates before or after the Closing, (B) terminating, amending or assigning existing relationships and contractual rights and obligations (other than terminations that would result in a breach of a contractual obligation to a third party), and (C) amending, assigning or terminating existing licenses or other agreem...
Regulatory Act Compliance. Buyer and the Company shall each file or jointly file, if applicable, or cause to be filed, promptly (but in any event within seven (7) Business Days) after the date of this Agreement, any notifications, approval applications or the like required to be filed under the HSR Act and other competition laws with respect to the transactions contemplated hereby and Buyer shall pay all filing and similar fees and related expenses payable in connection therewith. With respect to filings under the HSR Act, each of the parties hereto shall seek early termination of the waiting period under the HSR Act. Subject to any restrictions under antitrust laws, Buyer and the Company shall use their respective reasonable best efforts (a) to respond to any formal or informal requests of any Governmental Entities for additional information or documentary material in connection with the transactions contemplated by this Agreement (a “Second Request”) promptly, and, if applicable, “substantially comply” and certify substantial compliance with any such request issued under 15
Regulatory Act Compliance. (a) Subject to the terms and conditions of this Agreement, each of the parties hereto shall (and shall use reasonable best efforts to cause their respective Subsidiaries and Affiliates to) use its and their reasonable best efforts to take, or cause to be taken, all action, and to do, or cause to be done as promptly as practicable, all things necessary, proper and advisable under applicable Law to obtain the Regulatory Approvals as promptly as practicable, including (i) subject to Section 7.01, Section 7.07 and the Confidentiality Agreement, furnishing to the other parties such necessary information and reasonable assistance as such other party may reasonably request in connection with obtaining any Regulatory Approvals, (ii) with respect to Buyer, providing information relating to Buyer, its Affiliates and financing sources and the directors, officers, managers, employees, auditors, contractors and direct or indirect equityholders of Buyer, its Affiliates and financing sources and such other information and documents within the possession or under the control of Buyer and its Affiliates as may be required by FINRA, the FCA, the CMVM or any other Governmental Entity or by any Laws, rules, statement of guidance, regulatory policy or regulatory procedure promulgated by FINRA, the FCA, the CMVM or any other Governmental Entity in connection with the Regulatory Approvals, (iii) making or causing to be made as promptly as practicable an appropriate response to any request from a Governmental Entity for information and documents as necessary, proper or advisable to obtain the Regulatory Approvals and otherwise to permit consummation of the transactions contemplated by this Agreement and (iv) cooperating to lift or rescind any injunction or restraining order or other Order adversely affecting the ability to consummate the transactions contemplated by this Agreement.
Regulatory Act Compliance. Purchaser and Seller shall each file or cause to be filed, promptly (but in any event within three Business Days) after the date of this Agreement, any notifications or the like required to be filed under the laws of any applicable jurisdiction with respect to the transactions contemplated hereby; provided, however, that any notifications or filings required to be filed by Seller or its Affiliates such as stock exchange notifications or the like which are not required to consummate the transactions contemplated hereby and may be filed after Closing may be filed within the applicable time therefor.
