Common use of Regulatory Approvals; Efforts Clause in Contracts

Regulatory Approvals; Efforts. (a) Each Party shall use its reasonable best efforts to promptly file all notices, reports and other documents required to be filed by such Party with any Governmental Entity with respect to the transactions contemplated by this Agreement, and to submit promptly any additional information requested by any such Governmental Entity. The Parties shall use their respective reasonable best efforts to promptly obtain, and to cooperate with each other to promptly obtain, all authorizations, approvals, clearances, consents, actions or non-actions of any Governmental Entity in connection with any such filings or submissions. Each Party, through its legal counsel, shall promptly inform the other Parties of any material communication between itself (including any of its Representatives) and any Governmental Entity regarding any of the transactions contemplated hereby. All filing fees required by applicable Law to be paid to any Governmental Entity in order to obtain any such approvals, consents or Orders shall be paid by the Company. (b) The Parties shall keep each other apprised of the status of the matters relating to the completion of the transactions contemplated hereby and, to the extent permissible, promptly furnish each other with copies of notices or other communications between any Party (including any of their respective Affiliates and Representatives), as the case may be, and any third party and/or Governmental Entity with respect to such transactions. To the extent certain competitively sensitive information cannot be shared between any Parties, such information may be shared by their respective legal counsel on an “Outside Counsel Only” basis. Each Party shall give each other Party and its legal counsel a reasonable opportunity to review in advance and consider in good faith the views and input of such other Party in connection with any proposed material written communication to any Governmental Entity relating to the transactions contemplated hereby, and, to the extent reasonably practicable, give each other Party the opportunity to attend and participate in any substantive meeting, conference or discussion, either in person or by telephone, with any Governmental Entity in connection with the transactions contemplated hereby. (c) Each Party shall use its reasonable best efforts to resolve objections, if any, as may be asserted by any Governmental Entity with respect to the transactions contemplated hereby.

Regulatory Approvals; Efforts. (a) Each Party The Parties shall use its reasonable best efforts to promptly file all noticescomply with the notification and reporting requirements of the HSR Act, reports and other documents required to be filed by such Party with any Governmental Entity with respect to if applicable, within 30 Business Days after the transactions contemplated by date of this Agreement, and to submit promptly any additional information requested by any such Governmental Entity. The Parties shall use their respective reasonable best efforts to promptly obtain, and to cooperate with each other to promptly obtain, all authorizations, approvals, clearances, consents, waivers, permits, orders, actions or non-actions of any Governmental Entity that may be or become necessary in connection with any the consummation of the Transactions, including the Company providing relevant information to APHC in order for APHC to assess the applicability of the Finnish Act on the Monitoring of the Foreign Corporate Acquisitions (172/2012, as amended) to the Transactions, and to prepare the relevant authority filing if such filings or submissionsfiling is deemed reasonably necessary by APHC. Each Party, through its legal counsel, Party shall promptly inform the other Parties Party of any material communication between itself (including any of its Representativesrepresentatives) and any Governmental Entity regarding any of the transactions contemplated herebyTransactions. All filing fees required by applicable Law to be paid to If a Party or any of its Affiliates receives any formal or informal inquiry or request for supplemental information or documentary material from any Governmental Entity with respect to the Transactions, then the Party, to the extent necessary and advisable, shall provide a reasonable response to such request as promptly as reasonably practicable in order to obtain any such approvals, consents or Orders shall be paid by consultation with the Companyother Party. (b) The Parties shall keep each other apprised of the status of the matters relating to the completion of the transactions contemplated hereby Transactions and, to the extent permissible, promptly furnish each the other with copies of notices or other material communications (other than any ministerial notices) between any Party (including any of their respective Affiliates and Representativesrepresentatives), as the case may be, and any third party and/or Governmental Entity with respect to such transactions. To the extent certain competitively sensitive information cannot be shared between any Parties, such information may be shared by their respective legal counsel on an “Outside Counsel Only” basisTransactions. Each Party shall give each the other Party and its legal counsel a reasonable opportunity to review in advance advance, to the extent permissible, and consider in good faith the views and input of such the other Party in connection with with, any proposed material written communication to any Governmental Entity relating to the transactions contemplated herebyTransactions. Each Party agrees, andas circumstances reasonably allow, not to the extent reasonably practicable, give each other Party the opportunity to attend and participate in any substantive meeting, conference or discussion, either in person or by telephone, with any Governmental Entity in connection with the transactions contemplated herebyTransactions unless it consults with the other Party in advance and, to the extent not prohibited by such Governmental Entity, gives the other Party the opportunity to attend and participate. (c) Each Party shall use its reasonable best efforts to resolve objections, if any, as may be asserted by any Governmental Entity with respect to the transactions contemplated herebyTransactions under any applicable Laws that are designed to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or constituting anticompetitive conduct (collectively, the “Antitrust Laws”). Subject to the other terms of this Section 7.6, each Party shall use its reasonable best efforts to take such action as may be required to cause the expiration of the notice periods under the Antitrust Laws with respect to such Transactions as promptly as possible after the execution of this Agreement. Notwithstanding anything in this Agreement to the contrary, nothing in this Section 7.6 or any other provision of this Agreement shall require or obligate any of the Company Entities or any of their Affiliates to, and APHC and its Affiliates shall not without the prior written consent of the Company, agree or otherwise be required to, take any action with respect to any of the Company Entities or any of their Affiliates, including selling, divesting or otherwise disposing of, licensing, holding separate, or taking or committing to take any action that limits in any respect its freedom of action with respect to, or its ability to retain, any of its business, products, rights, services, licenses, assets, properties or other operations or any interest therein.

Regulatory Approvals; Efforts. (a) Each Party The Parties shall use its reasonable best efforts to comply promptly file all noticesbut in no event later than ten (10) Business Days after the date hereof with the notification and reporting requirements of the HSR Act, reports and other documents required to be filed by such Party with any Governmental Entity with respect to the transactions contemplated by this Agreement, and to submit promptly any additional information requested by any such Governmental Entityif applicable. The Parties shall use their respective commercially reasonable best efforts to promptly obtain, and to cooperate with each other to promptly obtain, all authorizations, approvals, clearances, consents, actions or non-actions of any Governmental Entity in connection with any such filings the above filings, applications or submissionsnotifications. Each Party, through its legal counsel, Party shall promptly inform the other Parties of any material communication between itself (including any of its Representatives) and any Governmental Entity regarding any of the transactions contemplated herebyTransactions. If a Party or any of its Affiliates receives any formal or informal request for supplemental information or documentary material from any Governmental Entity with respect to the Transactions, then the Party, to the extent necessary and advisable, shall provide a reasonable response to such request as promptly as reasonably practicable. All filing fees or other payments required by applicable Law to be paid to any Governmental Entity in order to obtain any such approvals, consents consents, or Orders shall be paid promptly by the CompanySponsor and shall constitute Sponsor Transaction Expenses. (b) The Parties shall keep each other apprised of the status of the matters relating to the completion of the transactions contemplated hereby Transactions and, to the extent permissible, promptly furnish each the other with copies of notices or other communications (other than any ministerial notices or other communications) between any Party (including any of their respective Affiliates and Representatives), as the case may be, and any third party and/or or Governmental Entity with respect to such transactions. To the extent certain competitively sensitive information cannot be shared between any Parties, such information may be shared by their respective legal counsel on an “Outside Counsel Only” basis. Each Party shall give each the other Party and its legal counsel a reasonable opportunity to review in advance advance, to the extent permissible, and consider in good faith the views and input of such the other Party in connection with with, any proposed material written communication to any Governmental Entity relating to the transactions contemplated hereby, and, Transactions. Each Party agrees not to the extent reasonably practicable, give each other Party the opportunity to attend and participate in any substantive meeting, conference or discussion, either in person or by telephone, with any Governmental Entity in connection with the transactions contemplated herebyTransactions unless it consults with the other Party in advance and, to the extent not prohibited by such Governmental Entity, gives the other Party the opportunity to attend and participate. (c) Each Party shall use its commercially reasonable best efforts to resolve objections, if any, as may be asserted by any Governmental Entity with respect to the Transactions under any United States federal or state or foreign statutes, rules, regulations, Orders, decrees, administrative or judicial doctrines or other Laws that are designed to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or constituting anticompetitive conduct (collectively, the “Antitrust Laws”). Subject to the other terms of this Section 6.8(c), each Party shall use its commercially reasonable efforts to take such action as may be required to cause the expiration of the notice periods under the Antitrust Laws with respect to such transactions contemplated herebyas promptly as possible after the execution of this Agreement. (d) Notwithstanding anything in this Agreement to the contrary, but subject to compliance with Section 6.5, nothing in this Section 6.8 shall require the Company, dMY or any of their respective Affiliates, to take any action with respect to any of their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of the Company, dMY or their respective Affiliates, or any interests therein, including selling, divesting or otherwise disposing of, licensing, holding separate, or otherwise restricting or limiting its freedom to operate with respect to, any business, products, rights, services, licenses, investments, or assets, of the Company, dMY or their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of the Company, dMY or their respective Affiliates, or any interests therein.

Regulatory Approvals; Efforts. (a) Each Party The Parties shall use its reasonable best efforts to comply promptly file all noticesbut in no event later than ten (10) Business Days after the date hereof with the notification and reporting requirements of the HSR Act, reports and other documents required to be filed by such Party with any Governmental Entity with respect to the transactions contemplated by this Agreement, and to submit promptly any additional information requested by any such Governmental Entityif applicable. The Parties shall use their respective reasonable best efforts to promptly obtain, and to cooperate with each other to promptly obtain, all authorizations, approvals, clearances, consents, actions or non-actions of any Governmental Entity in connection with any such filings the above filings, applications or submissionsnotifications. Each Party, through its legal counsel, Party shall promptly inform the other Parties of any material communication between itself (including any of its Representativesrepresentatives) and any Governmental Entity regarding any of the transactions contemplated herebyby this Agreement. All filing fees required by applicable Law to be paid to If a Party or any of its Affiliates receives any formal or informal request for supplemental information or documentary material from any Governmental Entity in order with respect to obtain any the transactions contemplated by this Agreement, then the Party, to the extent necessary and advisable, shall provide a reasonable response to such approvals, consents or Orders shall be paid by the Companyrequest as promptly as reasonably practicable. (b) The Parties shall keep each other apprised of the status of the matters relating to the completion of the transactions contemplated hereby by this Agreement and, to the extent permissible, promptly furnish each the other with copies of notices or other communications (other than any ministerial notices or other communications) between any Party (including any of their respective Affiliates and Representativesrepresentatives), as the case may be, and any third party and/or Governmental Entity with respect to such transactions. To the extent certain competitively sensitive information cannot be shared between any Parties, such information may be shared by their respective legal counsel on an “Outside Counsel Only” basis. Each Party shall give each the other Party and its legal counsel a reasonable opportunity to review in advance advance, to the extent permissible, and consider in good faith the views and input of such the other Party in connection with with, any proposed material written communication to any Governmental Entity relating to the transactions contemplated hereby, and, by this Agreement. Each Party agrees not to the extent reasonably practicable, give each other Party the opportunity to attend and participate in any substantive meeting, conference or discussion, either in person or by telephone, with any Governmental Entity in connection with the transactions contemplated herebyby this Agreement unless it consults with the other Party in advance and, to the extent not prohibited by such Governmental Entity, gives the other Party the opportunity to attend and participate. (c) Each Party shall use its reasonable best efforts to resolve objections, if any, as may be asserted by any Governmental Entity with respect to the transactions contemplated herebyby this Agreement under any United States federal or state or foreign statutes, rules, regulations, Orders, decrees, administrative or judicial doctrines or other Laws that are designed to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or constituting anticompetitive conduct (collectively, the “Antitrust Laws”). Subject to the other terms of this Section 6.7(c), each Party shall use its reasonable best efforts to take such action as may be required to cause the expiration of the notice periods under the Antitrust Laws with respect to such transactions as promptly as possible after the execution of this Agreement. (d) Trident shall not take any action that would reasonably be expected to materially delay or prevent the consummation of the transactions contemplated by this Agreement as a result of the application of any Antitrust Law. (e) Notwithstanding anything in this Agreement to the contrary, but subject to compliance with Section 6.4, nothing in this Section 6.7 shall require the Company, Trident, Merger Sub, or any of their respective Affiliates to take any action with respect to any of their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of the Company, Trident, Merger Sub, or their respective Affiliates, or any interests therein, including selling, divesting or otherwise disposing of, licensing, holding separate, or otherwise restricting or limiting its freedom to operate with respect to, any business, products, rights, services, licenses, investments, or assets, of the Company, Trident, Merger Sub, or their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of the Company, Trident, Merger Sub, or their respective Affiliates, or any interests therein. (f) All filing fees or other payments payable with respect to any and all filings made under the Antitrust Laws in connection with the transactions contemplated by this Agreement shall be Transaction Expenses, fifty percent (50%) of which shall be treated as Company Transaction Expenses hereunder and fifty percent (50%) of which shall be treated as Trident Transaction Expenses hereunder.

Regulatory Approvals; Efforts. (a) Each Party The Parties shall use its reasonable best efforts to comply promptly file all noticesbut in no event later than ten (10) Business Days after the date hereof with the notification and reporting requirements of the HSR Act, reports and other documents required to be filed by such Party with any Governmental Entity with respect to the transactions contemplated by this Agreement, and to submit promptly any additional information requested by any such Governmental Entityif applicable. The Parties shall use their respective commercially reasonable best efforts to promptly obtain, and to cooperate with each other to promptly obtain, all authorizations, approvals, clearances, consents, waivers, permits, orders, actions or non-actions of any Governmental Entity that may be or become necessary in connection with any such filings or submissionsthe consummation of the transactions contemplated by this Agreement. Each Party, through its legal counsel, Party shall promptly inform the other Parties of any material communication between itself (including any of its Representatives) and any Governmental Entity regarding any of the transactions contemplated herebyTransactions. If a Party or any of its Affiliates receives any formal or informal request for supplemental information or documentary material from any Governmental Entity with respect to the Transactions, then the Party, to the extent necessary and advisable, shall provide a reasonable response to such request as promptly as reasonably practicable. All filing fees or other payments required by applicable Law to be paid to any Governmental Entity in order to obtain any such approvals, consents consents, or Orders shall be paid by deemed to be Transaction Expenses hereunder, and allocated in the Companymanner described in the definition thereof. (b) The Parties shall keep each other apprised of the status of the matters relating to the completion of the transactions contemplated hereby Transactions and, to the extent permissible, promptly furnish each the other with copies of notices or other communications (other than any ministerial notices or other communications) between any Party (including any of their respective Affiliates and Representatives), as the case may be, and any third party and/or or Governmental Entity with respect to such transactions. To the extent certain competitively sensitive information cannot be shared between any Parties, such information may be shared by their respective legal counsel on an “Outside Counsel Only” basis. Each Party shall give each the other Party and its legal counsel a reasonable opportunity to review in advance advance, to the extent permissible, and consider in good faith the views and input of such the other Party in connection with with, any proposed material written communication to any Governmental Entity relating to the transactions contemplated hereby, and, Transactions. Each Party agrees not to the extent reasonably practicable, give each other Party the opportunity to attend and participate in any substantive meeting, conference or discussion, either in person or by telephonetelephone or video conference, with any Governmental Entity in connection with the transactions contemplated herebyTransactions unless it consults with the other Party in advance and, to the extent not prohibited by such Governmental Entity, gives the other Party the opportunity to attend and participate. (c) Each Party shall use its commercially reasonable best efforts to resolve objections, if any, as may be asserted by any Governmental Entity with respect to the Transactions under any United States federal or state or foreign statutes, rules, regulations, Orders, decrees, administrative or judicial doctrines or other Laws that are designed to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or constituting anticompetitive conduct (collectively, the “Antitrust Laws”). Subject to the other terms of this Section 6.7, each Party shall use its commercially reasonable efforts to take such action as may be required to cause the expiration of the notice periods under the Antitrust Laws with respect to such transactions contemplated herebyas promptly as possible after the execution of this Agreement. (d) Notwithstanding anything in this Agreement to the contrary, but subject to compliance with Section 6.4, nothing in this Section 6.7 shall require the Company, Nocturne or any of their respective Affiliates, to take any action with respect to any of their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of the Company, Nocturne or their respective Affiliates, or any interests therein, including selling, divesting or otherwise disposing of, licensing, holding separate, or otherwise restricting or limiting its freedom to operate with respect to, any business, products, rights, services, licenses, investments, or assets, of the Company, Nocturne or their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of the Company, Nocturne or their respective Affiliates, or any interests therein.

Regulatory Approvals; Efforts. (a) Each Party The Parties shall use its reasonable best efforts to comply promptly file all noticesbut in no event later than ten (10) Business Days after the date hereof with the notification and reporting requirements of the HSR Act, reports and other documents required to be filed by such Party with any Governmental Entity with respect to the transactions contemplated by this Agreement, and to submit promptly any additional information requested by any such Governmental Entityif applicable. The Parties shall use their respective reasonable best efforts to promptly obtain, and to cooperate with each other to promptly obtain, all authorizations, approvals, clearances, consents, waivers, permits, orders, actions or non-actions of any Governmental Entity that may be or become necessary in connection with any such filings or submissionsthe consummation of the transactions contemplated by this Agreement. Each Party, through its legal counsel, Party shall promptly inform the other Parties of any material communication between itself (including any of its Representatives) and any Governmental Entity regarding any of the transactions contemplated herebyTransactions. If a Party or any of its Affiliates receives any formal or informal request for supplemental information or documentary material from any Governmental Entity with respect to the Transactions, then the Party, to the extent necessary and advisable, shall provide a reasonable response to such request as promptly as reasonably practicable. All filing fees or other payments required by applicable Law to be paid to any Governmental Entity in order to obtain any such approvals, consents consents, or Orders shall be paid by deemed to be Transaction Expenses hereunder, and allocated in the Companymanner described in the definition thereof. (b) The Parties shall keep each other apprised of the status of the matters relating to the completion of the transactions contemplated hereby Transactions and, to the extent permissible, promptly furnish each the other with copies of notices or other communications (other than any ministerial notices or other communications) between any Party (including any of their respective Affiliates and Representatives), as the case may be, and any third party and/or or Governmental Entity with respect to such transactions. To the extent certain competitively sensitive information cannot be shared between any Parties, such information may be shared by their respective legal counsel on an “Outside Counsel Only” basis. Each Party shall give each the other Party and its legal counsel a reasonable opportunity to review in advance advance, to the extent permissible, and consider in good faith the views and input of such the other Party in connection with with, any proposed material written communication to any Governmental Entity relating to the transactions contemplated hereby, and, Transactions. Each Party agrees not to the extent reasonably practicable, give each other Party the opportunity to attend and participate in any substantive meeting, conference or discussion, either in person or by telephonetelephone or video conference, with any Governmental Entity in connection with the transactions contemplated herebyTransactions unless it consults with the other Party in advance and, to the extent not prohibited by such Governmental Entity, gives the other Party the opportunity to attend and participate. (c) Each Party shall use its commercially reasonable best efforts to resolve objections, if any, as may be asserted by any Governmental Entity with respect to the Transactions under any United States federal or state or foreign statutes, rules, regulations, Orders, decrees, administrative or judicial doctrines or other Laws that are designed to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or constituting anticompetitive conduct (collectively, the “Antitrust Laws”). Subject to the other terms of this Section 6.7, each Party shall use its commercially reasonable efforts to take such action as may be required to cause the expiration of the notice periods under the Antitrust Laws with respect to such transactions contemplated herebyas promptly as possible after the execution of this Agreement. (d) Notwithstanding anything in this Agreement to the contrary, but subject to compliance with Section 6.4, nothing in this Section 6.7 shall require the Company, Artius or any of their respective Affiliates, to take any action with respect to any of their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of the Company, Artius or their respective Affiliates, or any interests therein, including selling, divesting or otherwise disposing of, licensing, holding separate, or otherwise restricting or limiting its freedom to operate with respect to, any business, products, rights, services, licenses, investments, or assets, of the Company, Artius or their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of the Company, Artius or their respective Affiliates, or any interests therein.

Regulatory Approvals; Efforts. (a) Each Party The Parties shall use its reasonable best efforts to comply promptly file all noticesbut in no event later than ten (10) Business Days after the date hereof with the notification and reporting requirements of the HSR Act, reports and other documents required to be filed by such Party with any Governmental Entity with respect to the transactions contemplated by this Agreement, and to submit promptly any additional information requested by any such Governmental Entityif applicable. The Parties shall use their respective commercially reasonable best efforts to promptly obtain, and to cooperate with each other to promptly obtain, all authorizations, approvals, clearances, consents, actions or non-actions of any Governmental Entity in connection with any such filings the above filings, applications or submissionsnotifications. Each Party, through its legal counsel, Party shall promptly inform the other Parties of any material communication between itself (including any of its Representativesrepresentatives) and any Governmental Entity regarding any of the transactions contemplated herebyby this Agreement. If a Party or any of its Affiliates receives any formal or informal request for supplemental information or documentary material from any Governmental Entity with respect to the transactions contemplated by this Agreement, then the Party, to the extent necessary and advisable, shall provide a reasonable response to such request as promptly as reasonably practicable. All filing fees or other payments required by applicable Law to be paid to any Governmental Entity in order to obtain any such approvals, consents consents, or Orders shall be paid by the CompanyTransaction Expenses, fifty percent (50%) of which shall be treated as Company Transaction Expenses hereunder and fifty percent (50%) of which shall be treated as Sponsor Transaction Expenses hereunder. (b) The Parties shall keep each other apprised of the status of the matters relating to the completion of the transactions contemplated hereby by this Agreement and, to the extent permissible, promptly furnish each the other with copies of notices or other communications (other than any ministerial notices or other communications) between any Party (including any of their respective Affiliates and Representativesrepresentatives), as the case may be, and any third party and/or Governmental Entity with respect to such transactions. To the extent certain competitively sensitive information cannot be shared between any Parties, such information may be shared by their respective legal counsel on an “Outside Counsel Only” basis. Each Party shall give each the other Party and its legal counsel a reasonable opportunity to review in advance advance, to the extent permissible, and consider in good faith the views and input of such the other Party in connection with with, any proposed material written communication to any Governmental Entity relating to the transactions contemplated hereby, and, by this Agreement. Each Party agrees not to the extent reasonably practicable, give each other Party the opportunity to attend and participate in any substantive meeting, conference or discussion, either in person or by telephone, with any Governmental Entity in connection with the transactions contemplated herebyby this Agreement unless it consults with the other Party in advance and, to the extent not prohibited by such Governmental Entity, gives the other Party the opportunity to attend and participate. (c) Each Party shall use its commercially reasonable best efforts to resolve objections, if any, as may be asserted by any Governmental Entity with respect to the transactions contemplated herebyby this Agreement under any United States federal or state or foreign statutes, rules, regulations, Orders, decrees, administrative or judicial doctrines or other Laws that are designed to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or constituting anticompetitive conduct (collectively, the “Antitrust Laws”). Subject to the other terms of this Section 6.8(c), each Party shall use its commercially reasonable efforts to take such action as may be required to cause the expiration of the notice periods under the Antitrust Laws with respect to such transactions as promptly as possible after the execution of this Agreement. (d) dMY shall not take any action that would reasonably be expected to materially delay or prevent the consummation of the transactions contemplated by this Agreement as a result of the application of any Antitrust Law. (e) Notwithstanding anything in this Agreement to the contrary, but subject to compliance with Section 6.5, nothing in this Section 6.8 shall require NewCo, the Company, dMY, Sponsor, Apax or any of their respective Affiliates, to take any action with respect to any of their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of NewCo, the Company, dMY, Sponsor, Apax or their respective Affiliates, or any interests therein, including selling, divesting or otherwise disposing of, licensing, holding separate, or otherwise restricting or limiting its freedom to operate with respect to, any business, products, rights, services, licenses, investments, or assets, of NewCo, the Company, dMY, Sponsor, Apax or their respective Affiliates, any of their respective affiliated investment funds or any portfolio company (as such term is commonly understood in the private equity industry) or investment of NewCo, the Company, dMY, Sponsor, Apax or their respective Affiliates, or any interests therein.