Common use of Regulatory Filings; Reasonable Efforts Clause in Contracts

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDED, HOWEVER, that Parent shall not be required to agree to any divestiture by Parent or Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and shares.

Appears in 2 contracts

Samples: Acquisition Agreement (Peregrine Systems Inc), Acquisition Agreement (Peregrine Systems Inc)

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Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall each use all commercially reasonable efforts to obtain early termination of any waiting period under HSR and Company and Parent shall each promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent shall not be required to agree to any divestiture by Parent or Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Telcom Semiconductor Inc)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably -------------------------------------- practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVER-------- however, that Parent shall not be required to agree to any divestiture by Parent ------- or the Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock (assuming for purposes of determining materiality in this Section 5.13 that the Merger shall have been effected).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Netopia Inc)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably -------------------------------------- practicable, the Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United --- States Department of Justice ("DOJ") Notification and Report Forms relating to --- the transactions contemplated herein hereby as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the partiesparties hereto. The Company and Parent each shall promptly (ai) supply the other with any information which may be required in order to effectuate such filings filings, and (bii) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties hereto may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent shall not be required to agree to any divestiture by Parent or the Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent Parent, the Company or its any Parent's subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation limitations on the ability of any of them the foregoing to conduct their respective businesses or to own or exercise control of such assets, properties and sharescapital stock.

Appears in 1 contract

Samples: Merger Agreement (Cobalt Networks Inc)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, the Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice (the "DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. The Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDED, HOWEVER, that Parent shall not be required to agree to any divestiture by Parent or the Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Centennial Technologies Inc)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably -------------------------------------- practicable, Parent, Company and Parent Purchaser each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent Purchaser each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent Purchaser shall not be required to agree to any divestiture by Parent Purchaser or the Company or any of ParentPurchaser's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent Purchaser or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock.

Appears in 1 contract

Samples: Merger Agreement (Efficient Networks Inc)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall each use all reasonable efforts to obtain early termination of any waiting period under HSR and Company and Parent shall each promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDED, HOWEVER, that Parent shall not be required to agree to any divestiture by Parent or Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Go2net Inc)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("the “DOJ") Notification and Report Forms relating to the transactions contemplated herein in this Agreement as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDED. Notwithstanding the foregoing or any other provision of this Agreement, HOWEVER, that Parent shall not be required to agree to any divestiture by Parent or the Company or any of Parent's ’s subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent Parent, its subsidiaries, or its subsidiaries or affiliates or of the Company, its subsidiaries, or its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties properties, and sharesstock.

Appears in 1 contract

Samples: Merger Agreement (Inktomi Corp)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, the Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice (the "DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. The Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent shall not be required to agree to any divestiture by Parent or the Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock.

Appears in 1 contract

Samples: Merger Agreement (Solectron Corp)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably -------------------------------------- practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVER-------- however, that Parent shall not be required to agree to any divestiture by Parent ------- or the Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock.

Appears in 1 contract

Samples: Merger Agreement (Opentv Corp)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem 36 appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent shall not be required to agree to any divestiture by Parent or Company or any of Parent's subsidiaries Subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries Subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock. As soon as may be reasonably practicable, Company and Parent will file any applications required for the consummation of the transactions contemplated hereby with (i) the Federal Communications Commission and (ii) any state public utility commissions or similar state regulatory bodies regulating Company's business.

Appears in 1 contract

Samples: Merger Agreement (Mail Com Inc)

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Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, the Company and Parent NBEV each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein hereby as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the partiesparties hereto. The Company and Parent NBEV each shall promptly (ai) supply the other with any information which may be required in order to effectuate such filings filings, and (bii) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties hereto may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent NBEV shall not be required to agree to any divestiture by Parent NBEV or the Company or any of Parent's NBEV’s subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent NBEV, the Company or its any NBEV’s subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation limitations on the ability of any of them the foregoing to conduct their respective businesses or to own or exercise control of such assets, properties and sharescapital stock. All HSR filing fees shall be borne by NBEV.

Appears in 1 contract

Samples: Plan of Merger (New Age Beverages Corp)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, Company and Parent Acquiror each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent Acquiror each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent Acquiror shall not be required to agree to any divestiture by Parent Acquiror or the Company or any of ParentAcquiror's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent Acquiror or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock (assuming for purposes of determining materiality in this Section 6.13 that the Merger shall have been effected).

Appears in 1 contract

Samples: Merger Agreement (Sage Inc/Ca)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably -------------------------------------- practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as and if required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVER-------- however, that Parent shall not be required to agree to any divestiture by Parent ------- or the Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock.

Appears in 1 contract

Samples: Merger Agreement (Digital Insight Corp)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, the Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein hereby as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the partiesparties hereto. The Company and Parent each shall promptly (ai) supply the other with any information which may be required in order to effectuate such filings filings, and (bii) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties hereto may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent shall not be required to agree to any divestiture by Parent or the Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent Parent, the Company or its any Parent's subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation limitations on the ability of any of them the foregoing to conduct their respective businesses or to own or exercise control of such assets, properties and sharescapital stock.

Appears in 1 contract

Samples: Merger Agreement (Sun Microsystems Inc)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably practicable, the Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice (the "DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. The Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDED, HOWEVER, that Parent shall not be required to agree to any divestiture by Parent or the Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its the Subsidiaries, or their affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties properties, and sharesstock.

Appears in 1 contract

Samples: Merger Agreement (Peregrine Systems Inc)

Regulatory Filings; Reasonable Efforts. As soon as may be reasonably -------------------------------------- practicable, Company and Parent Acquiror each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent Acquiror each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that Parent Acquiror shall not be required to agree to any divestiture by Parent Acquiror or the Company or any of ParentAcquiror's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent Acquiror or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock (assuming for purposes of determining materiality in this Section 6.13 that the Merger shall have been effected).

Appears in 1 contract

Samples: Merger Agreement (Genesis Microchip Inc)

Regulatory Filings; Reasonable Efforts. As If required, as soon as may be reasonably practicable, Company and Parent each shall file with the United States Federal Trade Commission (the "FTC") and the Antitrust Division of the United States Department of Justice ("DOJ") Notification and Report Forms relating to the transactions contemplated herein as required by the HSR Act, as well as comparable pre-merger notification forms required by the merger notification or control laws and regulations of Canada or any other applicable jurisdiction, as agreed to by the parties. Company and Parent each shall promptly (a) supply the other with any information which may be required in order to effectuate such filings and (b) supply any additional information which reasonably may be required by the FTC, the DOJ or the competition or merger control authorities of any other jurisdiction and which the parties may reasonably deem appropriate; PROVIDEDprovided, HOWEVERhowever, that neither Parent nor Company shall not be required to agree to any divestiture by Parent or Company or any of Parent's subsidiaries or affiliates of shares of capital stock or of any business, assets or property of Parent or its subsidiaries or affiliates or of the Company, its affiliates, or the imposition of any material limitation on the ability of any of them to conduct their businesses or to own or exercise control of such assets, properties and sharesstock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Eagle Wireless International Inc)

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