Common use of Regulatory Filings; Xxxx-Xxxxx-Xxxxxx Filing Clause in Contracts

Regulatory Filings; Xxxx-Xxxxx-Xxxxxx Filing. (a) MLP and HOLDINGS will take all commercially reasonable actions necessary or desirable, and proceed diligently and in good faith and use all commercially reasonable efforts, as promptly as practicable to obtain all consents, approvals or actions of, to make all filings with, and to give all notices to, Governmental Authorities required to accomplish the transactions contemplated by this Agreement; provided, however, that the cost to obtain Post-Closing Consents shall be borne by MLP. (b) The Parties shall make any filings required under the HSR Act on or prior to five (5) days after the date of this Agreement and provide such information to the FTC as is required in connection with the HSR Act as soon as practicable after a request therefore. (c) Notwithstanding any provision herein to the contrary, each of the Parties will (i) use reasonable efforts to comply as expeditiously as possible with all lawful requests of Governmental Authorities for additional information and documents pursuant to the HSR Act, (ii) not (A) extend any waiting period under the HSR Act or (B) enter into any voluntary agreement with any Governmental Authority not to consummate the transactions contemplated by this Agreement, except with the prior consent of the other Party, and (iii) cooperate with each other and use reasonable efforts to obtain the requisite approval of the FTC and DOJ; provided, however, that the Parties are not obligated to accept any conditional approval or divest any of the Assets or any of their properties. (d) MLP will be responsible for paying the filing fees required with respect to any filing under the HSR Act.

Regulatory Filings; Xxxx-Xxxxx-Xxxxxx Filing. (a) MLP TXU Gas and HOLDINGS LSG and LSG Parent will take all commercially reasonable actions necessary or desirable, and proceed diligently and in good faith and use all commercially reasonable effortsReasonable Efforts, as promptly as practicable to obtain all consents, approvals or actions of, to make all filings with, and to give all notices to, Governmental Authorities Authorities, including those required filings set forth on Schedule 6.04(b), required to accomplish the transactions contemplated by this Agreement; provided, however, that the cost to obtain Post-Closing Consents shall be borne by MLP. (b) This Agreement is subject in all respects to, and conditioned upon compliance by the Parties with, the HSR Act, to the extent that the HSR Act is applicable to the transactions contemplated by this Agreement. The Parties shall make any filings required under the HSR Act on or prior to five fifteen (515) days after the date of this Agreement hereof and provide such information to the FTC and DOJ as is required in connection with the HSR Act as soon as practicable after a request thereforetherefor. (c) Notwithstanding any provision herein to the contrary, each Each of the Parties will (i) use reasonable efforts Reasonable Efforts to comply as expeditiously as possible with all lawful requests of Governmental Authorities for additional information and documents pursuant to the HSR Act, (ii) not (A) extend any waiting period under the HSR Act or (B) enter into any voluntary agreement with any Governmental Authority not to consummate the transactions contemplated by this Agreement, except with the prior consent of the other Party, and (iii) cooperate with each other and use reasonable efforts Reasonable Efforts to obtain the requisite approval of the FTC and DOJ; provided, howeverincluding without limitation (A) the removal, that dissolution, stay or dismissal of any temporary restraining order, preliminary injunction or other judicial or administrative order which prevents the Parties are not obligated to accept any conditional approval or divest any consummation of the Assets transactions contemplated hereby or any (B) the pursuit of their propertiesnecessary administrative, court and other proceedings through, but not past, the trial court level). (d) MLP LSG and TXU Gas will each be responsible for paying one-half the filing fees required with respect to any filing under the HSR Act.

Regulatory Filings; Xxxx-Xxxxx-Xxxxxx Filing. (a) MLP BUYER and HOLDINGS DEFS will take all commercially reasonable actions necessary or desirable, and proceed diligently and in good faith and use all commercially reasonable efforts, as promptly as practicable to obtain all consents, approvals or actions of, to make all filings with, and to give all notices to, Governmental Authorities required to accomplish the transactions contemplated by this Agreement; provided, however, that the cost to obtain Post-Closing Consents shall be borne by MLP. (b) This Agreement is subject in all respects to and conditioned upon compliance by the Parties with the HSR Act, to the extent that the HSR Act is applicable to the transactions contemplated by this Agreement. The Parties shall make any filings required under the HSR Act on or prior to five fifteen (515) days after the date of this Agreement hereof and provide such information to the FTC as is required in connection with the HSR Act as soon as practicable after a request thereforetherefor. (c) Notwithstanding any provision herein to the contrary, each of the Parties will (i) use reasonable efforts to comply as expeditiously as possible with all lawful requests of Governmental Authorities for additional information and documents pursuant to the HSR Act, (ii) not (A) extend any waiting period under the HSR Act or (B) enter into any voluntary agreement with any Governmental Authority not to consummate the transactions contemplated by this Agreement, except with the prior consent of the other Party, and (iii) cooperate with each other and use reasonable efforts to obtain the requisite approval of the FTC and DOJ; provided, however, that the Parties are not neither Party shall be obligated to accept any conditional approval or divest any of its properties (including, in the Assets or case of the BUYER, any of their propertiesthe Assets). (d) MLP BUYER will be responsible for paying the filing fees required with respect to any filing under the HSR Act.

Regulatory Filings; Xxxx-Xxxxx-Xxxxxx Filing. (a) MLP DCP and HOLDINGS will take all commercially reasonable actions necessary or desirable, and proceed diligently and in good faith and use all commercially reasonable efforts, as promptly as practicable to obtain all consents, approvals or actions of, to make all filings with, and to give all notices to, Governmental Authorities required to accomplish the transactions contemplated by this Agreement; provided, however, that the cost to obtain Post-Closing Consents shall be borne by MLPDCP. (b) The Parties shall make any filings required under the HSR Act on or prior to five ten (510) days after the date of this Agreement and provide such information to the FTC as is required in connection with the HSR Act as soon as practicable after a request therefore. (c) Notwithstanding any provision herein to the contrary, each of the Parties will (i) use reasonable efforts to comply as expeditiously as possible with all lawful requests of Governmental Authorities for additional information and documents pursuant to the HSR Act, (ii) not (A) extend any waiting period under the HSR Act or (B) enter into any voluntary agreement with any Governmental Authority not to consummate the transactions contemplated by this Agreement, except with the prior consent of the other Party, and (iii) cooperate with each other and use reasonable efforts to obtain the requisite approval of the FTC and DOJ; provided, however, that the Parties are not obligated to accept any conditional approval or divest any of the Assets or any of their theirs properties. (d) MLP DCP will be responsible for paying the filing fees required with respect to any filing under the HSR Act.

Regulatory Filings; Xxxx-Xxxxx-Xxxxxx Filing. (a) MLP and HOLDINGS will take all commercially reasonable actions necessary or desirable, and proceed diligently and in good faith and use all commercially reasonable effortsCommercially Reasonable Efforts, as promptly as practicable to obtain all consents, approvals or actions of, to make all filings with, and to give all notices to, Governmental Authorities required to accomplish the transactions contemplated by this Agreement; provided, however, that the cost to obtain Post-Closing Consents shall be borne by MLP. (b) The Parties shall make any filings required under the HSR Act on or prior to five (5) days after the date of this Agreement and provide such information to the FTC as is required in connection with the HSR Act as soon as practicable after a request therefore. (c) Notwithstanding any provision herein to the contrary, each of the Parties will (i) use reasonable efforts to comply as expeditiously as possible with all lawful requests of Governmental Authorities for additional information and documents pursuant to the HSR Act, (ii) not (A) extend any waiting period under the HSR Act or (B) enter into any voluntary agreement with any Governmental Authority not to consummate the transactions contemplated by this Agreement, except with the prior consent of the other Party, and (iii) cooperate with each other and use reasonable efforts to obtain the requisite approval of the FTC and DOJ; provided, however, that the Parties are not obligated to accept any conditional approval or divest any of the Assets or any of their properties. (d) MLP will be responsible for paying the filing fees required with respect to any filing under the HSR Act.

Regulatory Filings; Xxxx-Xxxxx-Xxxxxx Filing. (a) MLP MLP, MIDSTREAM and GSR HOLDINGS will take all commercially reasonable actions necessary or desirable, and proceed diligently and in good faith and use all commercially reasonable efforts, as promptly as practicable to obtain all consents, approvals or actions of, to make all filings with, and to give all notices to, Governmental Authorities required to accomplish the transactions contemplated by this Agreement; provided, however, that the cost to obtain Post-Closing Consents shall be borne by MLP. (b) The Parties shall make any filings required under the HSR Act on or prior to five twenty three (523) days after the date of this Agreement and provide such information to the FTC as is required in connection with the HSR Act as soon as practicable after a request therefore. (c) Notwithstanding any provision herein to the contrary, each of the Parties will (i) use reasonable efforts to comply as expeditiously as possible with all lawful requests of Governmental Authorities for additional information and documents pursuant to the HSR Act, (ii) not (A) extend any waiting period under the HSR Act or (B) enter into any voluntary agreement with any Governmental Authority not to consummate the transactions contemplated by this Agreement, except with the prior consent of the other Party, and (iii) cooperate with each other and use reasonable efforts to obtain the requisite approval of the FTC and DOJ; provided, however, that the Parties are not obligated to accept any conditional approval or divest any of the Assets or any of their properties. (d) MLP will be responsible for paying the filing fees required with respect to any filing under the HSR Act.