Common use of Regulatory and Other Authorizations; Notices and Consents Clause in Contracts

Regulatory and Other Authorizations; Notices and Consents. (a) Each Party shall, and shall cause its Affiliates to, use reasonable best efforts to (i) promptly obtain all authorizations, consents, orders and approvals of all Governmental Authorities that may be or become necessary for its execution and delivery of, and the performance of its obligations pursuant to, this Agreement, (ii) cooperate fully with the other Parties in promptly seeking to obtain all such authorizations, consents, orders and approvals and (iii) provide such other information to any Governmental Authority as such Governmental Authority may reasonably request in connection herewith. Each Party agrees to, and shall cause its respective Affiliates to, make promptly its respective legally applicable filing (or draft filing if required by the applicable Governmental Authority), but in no event more than seven (7) Business Days following the date hereof, pursuant to the HSR Act or any other Antitrust Laws under which filing is required or under which the Parties reasonably mutually determine that filing is advisable with respect to the Contemplated Transactions and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be requested pursuant to the HSR Act or any other Antitrust Laws. Parent shall be responsible for all HSR Act or other Antitrust Laws filing fees.

Regulatory and Other Authorizations; Notices and Consents. (a) Each Party shall, and shall cause its Affiliates to, use reasonable best efforts to (i) promptly obtain all authorizations, consents, orders and approvals of all Governmental Authorities that may be or become necessary for its execution and delivery of, and the performance of its obligations pursuant to, this AgreementAgreement and the other Transaction Documents, (ii) cooperate fully with the other Parties in promptly seeking to obtain all such authorizations, consents, orders and approvals and (iii) provide such other information to any Governmental Authority as such Governmental Authority may reasonably request in connection herewith. Each Party agrees to, and shall cause its respective Affiliates to, make promptly its respective legally applicable filing (or draft filing filing, if required by the applicable Governmental Authority), but in no event more than seven (7) Business Days following the date hereofnecessary, pursuant to the HSR Act or any other Antitrust Laws under which filing is required or under which the Parties reasonably mutually determine that filing is advisable with respect to the Contemplated Transactions and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be requested pursuant to the HSR Act or any other Antitrust Laws. Parent The Parties shall determine the jurisdictions in which filings will be responsible for all HSR Act or other made under the Antitrust Laws within ten Business Days of the date of this Agreement. The applicable Party (or its Affiliate) making any notice or filing feeswith any Governmental Authority as required by this Section 7.06 shall pay all applicable filing or notice fees required in connection therewith; provided that RMT Parent or GPC, as applicable, shall reimburse the other for its portion of all such filing fees such that RMT Parent and GPC shall bear the cost of such fees evenly.

Regulatory and Other Authorizations; Notices and Consents. (a) Each Party shall, of the Purchaser and the Seller shall cause use its Affiliates to, use reasonable best efforts to (i) to, promptly obtain all authorizations, consents, orders and approvals of all Governmental Authorities that may be or become necessary for its execution and delivery of, and the performance of its obligations pursuant to, this Agreement, (ii) Agreement and the other Transaction Documents; cooperate fully with the other Parties party in promptly seeking to obtain all such authorizations, consents, orders and approvals approvals; and (iii) provide such other information to any Governmental Authority as such Governmental Authority may reasonably request in connection herewith. Each Party party hereto agrees to, and shall cause its respective Affiliates Affiliates, as applicable, to, make make, as promptly as practicable, (A) in any event no later than ten Business Days after the date of this Agreement, its respective legally applicable filing (or draft filing filing, if required by the applicable Governmental Authority), but in no event more than seven (7) Business Days following the date hereofnecessary, pursuant to the HSR Act or any other Antitrust Laws under which filing is required or under which the Parties reasonably mutually determine that filing is advisable with respect to the Contemplated Transactions transactions contemplated by this Agreement or the other Transaction Documents and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be requested pursuant to the HSR Act or Act, and (B) in any event within 30 Business Days after the date of this Agreement, its respective filings and notifications, if any, pursuant to any other applicable Antitrust LawsLaw in the jurisdictions set forth on Section 7.1(b) of the Seller Disclosure Schedule with respect to the transactions contemplated by this Agreement, and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be reasonably requested pursuant to the applicable Antitrust Law. Parent The Purchaser shall be responsible for pay all filing fees with respect any filings required pursuant to HSR Act or other the Antitrust Laws filing feesin the jurisdictions set forth in Section 7.1(b).

Regulatory and Other Authorizations; Notices and Consents. (a) Each Party shall, and The Purchaser shall cause its Affiliates to, use reasonable best efforts to (i) promptly obtain all authorizations, consents, orders and approvals of all Governmental Authorities and officials that may be or become necessary for its execution and delivery of, and the performance of its obligations pursuant to, this AgreementAgreement and each Transaction Document, (ii) cooperate fully with the other Parties Company in promptly seeking to obtain all such authorizations, consents, orders and approvals and (iii) provide such other information to any Governmental Authority as such Governmental Authority may reasonably request in connection herewith. Each Party agrees to, and shall cause its respective Affiliates to, The parties hereto agree to make promptly its respective legally applicable filing (or draft filing if required by the applicable Governmental Authority), but in no event more later than seven ten (710) Business Days following after the date hereofof this Agreement) their respective filings, if necessary, pursuant to the HSR Act or any other Antitrust Laws under which filing is required or under which the Parties reasonably mutually determine that filing is advisable with respect to the Contemplated Transactions transactions contemplated by this Agreement and each Transaction Document and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be requested pursuant to the HSR Act or Act. The parties hereto agree to make as promptly as practicable (but in no event later than fifteen (15) Business Days after the date of this Agreement) their respective filings and notifications, if any, under any other Antitrust Lawsapplicable antitrust, competition, or trade regulation Law and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be requested pursuant to the applicable antitrust, competition, or trade regulation Law. Parent shall be responsible for The Purchaser will pay all HSR Act fees or make other Antitrust Laws filing feespayments to any Governmental Authority in order to obtain any such authorizations, consents, orders or approvals.

Regulatory and Other Authorizations; Notices and Consents. (a) Each Party shall, of Parent and the Company shall cause use its Affiliates to, use respective reasonable best efforts to (i) promptly obtain all authorizations, consents, orders and approvals of all Governmental Authorities that may be or become necessary for its execution and delivery of, and the performance of its obligations pursuant to, this Agreement, ; (ii) cooperate fully with the other Parties in promptly seeking to obtain all such authorizations, consents, orders and approvals approvals; and (iii) provide such other information to any Governmental Authority as such Governmental Authority may reasonably request in connection herewith. Each Party party hereto agrees toto make as promptly as practicable (and, and shall cause its respective Affiliates toin any event, make promptly its respective legally applicable filing no later than five (or draft filing if required by the applicable Governmental Authority), but in no event more than seven (75) 52 Business Days following the date hereof), its respective filing (or notification), if necessary, pursuant to the HSR Act or and any other Antitrust Laws under which filing is required applicable antitrust, competition, or under which the Parties reasonably mutually determine that filing is advisable trade regulation Law with respect to the Contemplated Transactions and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be requested pursuant to the HSR Act and other applicable antitrust, competition, or any other Antitrust Lawstrade regulation Law. Parent shall be responsible for pay all HSR Act fees or make other Antitrust Laws filing feespayments required by applicable Law to any Governmental Authority in order to obtain any such authorizations, consents, orders or approvals.

Regulatory and Other Authorizations; Notices and Consents. (a) Each Party shall, The Purchaser and the Seller shall cause each (i) use its Affiliates to, use reasonable best efforts to (i) promptly obtain all authorizations, consents, orders and approvals of all Governmental Authorities and officials that may be or become necessary for its execution and delivery of, and the performance of its obligations pursuant to, this AgreementAgreement and the Ancillary Agreements, (ii) cooperate fully with the other Parties Seller in promptly seeking to obtain all such authorizations, consents, orders and approvals and (iii) provide such other information to any Governmental Authority as such Governmental Authority may reasonably request in connection herewith. Each Party party hereto agrees to, and shall cause its respective Affiliates to, to make promptly its respective legally applicable filing (or draft filing if required by the applicable Governmental Authority), but in no event more later than seven ten (710) Business Days following after the date hereofof this Agreement) its respective filing, if necessary, pursuant to Part IX of the HSR Competition Act or any other Antitrust Laws under which filing is required or under which the Parties reasonably mutually determine that filing is advisable with respect to the Contemplated Transactions transactions contemplated by this Agreement and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be requested pursuant to the HSR Act or Competition Act. Each party hereto agrees to make as promptly as practicable its respective filings and notifications, if any, under any other Antitrust Lawsapplicable antitrust, competition, or trade regulation Law and to supply as promptly as practicable to the appropriate Governmental Authorities any additional information and documentary material that may be requested pursuant to the applicable antitrust, competition, or trade regulation Law. Parent shall be responsible for The Purchaser will pay all HSR Act fees or make other Antitrust Laws filing feespayments to any Governmental Authority in order to obtain any such authorizations, consents, orders or approvals.