Regulatory Filings and Approvals. (a) Seller shall, and shall cause its respective Affiliates, to cooperate with Purchaser to prepare, as soon as is practical following the Effective Date, all necessary filings in connection with the transactions contemplated by this Agreement that may be required under the Hxxx-Xxxxx-Xxxxxx Act (the “HSR Act”) or any other federal, state or local laws prior to the Closing Date (except pursuant to Section 203 of the FPA, which is subject to Section 5.05(b) below) and shall use commercially reasonable efforts to obtain as promptly as practicable all approvals from Governmental Authorities and other Persons necessary to consummate the transactions contemplated hereby, including the Seller Approvals and Seller Consents. Seller shall or shall cause its Affiliates, as applicable, to, submit the required filings as soon as practicable, but, with respect to filings under the HSR Act, in no event later than ten (10) Business Days after the Effective Date. Seller shall or shall cause its Affiliates, as applicable, to, request expedited treatment of any such filings, and cooperate with Purchaser in the preparation of such filings in such manner as is reasonably necessary and appropriate. Seller and Purchaser shall share equally any fees associated with the filings under the HSR Act. Seller shall consult with Purchaser and shall agree in good faith with Purchaser on the timings of such filings
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Clearway Energy, Inc.), Purchase and Sale Agreement (Clearway Energy LLC)
Regulatory Filings and Approvals. (a) Seller shall, and Purchaser shall cause its respective Affiliates, to cooperate with Purchaser Seller to prepare, as soon as is practical following the Effective Date, all necessary filings in connection with the transactions contemplated by this Agreement that may be required under the Hxxx-Xxxxx-Xxxxxx HSR Act (the “HSR Act”) or any other federal, state or local laws prior to the Closing Date (except pursuant to Section 203 of the FPA, which is subject to Section 5.05(b6.01(b) below) and shall use commercially reasonable efforts to obtain as promptly as practicable all approvals from Governmental Authorities and other Persons necessary to consummate the transactions contemplated hereby, including the Seller Purchaser Approvals and Seller Purchaser Consents. Seller Purchaser shall or shall cause its Affiliates, as applicable, to, submit the required filings as soon as practicable, but, with respect to filings under the HSR Act, in no event later than ten (10) Business Days after the Effective Date. Seller shall or shall cause its Affiliates, as applicable, to, Purchaser request expedited treatment of any such filings, and cooperate with Purchaser Seller in the preparation of such filings in such manner as is reasonably necessary and appropriate. Seller and Purchaser shall share equally any fees associated with the filings under the HSR Act. Seller Purchaser shall consult with Purchaser Seller and shall agree in good faith with Purchaser Seller on the timings of such filings.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Clearway Energy, Inc.), Purchase and Sale Agreement (Clearway Energy LLC)