Common use of Regulatory Matters and Approvals Clause in Contracts

Regulatory Matters and Approvals. (a) Each of Purchaser and the Seller will provide any notices to and make any filings with any Governmental Authority that are necessary to consummate the Transactions. (b) Each of Purchaser and the Seller will promptly notify the other parties hereto of any written communication made to or received by either Purchaser and/or the Seller, as the case may be, from any Governmental Authority regarding the Transactions, and, subject to applicable Law, if practicable, (i) permit the other parties hereto to review in advance any proposed written communication to any such Governmental Authority and incorporate the other parties’ reasonable comments, (ii) not agree to participate in any substantive meeting or discussion with any such Governmental Authority in respect of any filing, investigation or inquiry concerning this Agreement or the Transactions unless, to the extent reasonably practicable, it consults with the other parties hereto in advance and (iii) to the extent permitted by such Governmental Authority, give the other parties hereto the opportunity to attend, and furnish the other parties with copies of all correspondence, filings and written communications between them and their Affiliates and their respective representatives on one hand and any such Governmental Authority or its staff on the other hand, with respect to this Agreement and the Transactions; provided, however, that this Agreement shall not obligate any party to disclose to any other party such portions of any proposed or final correspondence, filing or other written communication with a Governmental Authority or its staff as the party to such correspondence, filing or communication may reasonably deem competitively-sensitive, privileged or confidential vis-à-vis the other party, except that it shall disclose matters to the external counsel of the other party to the extent reasonably necessary in order to enable the party to fulfill its cooperation obligations in this Section 6.5(b).

Regulatory Matters and Approvals. (a) Each of the parties will cooperate and use commercially reasonable efforts to promptly prepare and file all necessary documentation, to effect all necessary applications, notices, petitions, filings and other documents, and to obtain all necessary authorizations of Governmental Authorities. Purchaser and Seller shall file all requisite applications as applicable to each of Purchaser and Seller with the applicable Governmental Authorities no later than twenty-one (21) calendar days after the date of this Agreement; provided, that Seller will has supplied to Purchaser all necessary Seller information required for such applications and Purchaser has supplied to Seller all necessary Purchaser information required for such applications. The parties shall provide any notices each party with a copy of each such application (excluding confidential sections thereof) not less than three (3) days prior to the date on which such application is to be filed. Each party shall respond (and make any filings with any shall assist each other in responding) to all requests for information from a Governmental Authority that are necessary in a timely manner and shall use their respective commercially reasonable efforts to consummate the Transactions. respond to any request within three (b3) business days. Each of Purchaser and the Seller parties will promptly notify the other parties hereto of any written communication made to or received by either Purchaser and/or the Seller, as the case may be, from any Governmental Authority regarding the Transactions, and, subject to applicable Law, if practicable, (i) permit the other parties hereto to review in advance any proposed written communication to any such Governmental Authority and incorporate the other parties’ reasonable commentsadvance, (ii) not agree to participate in any substantive meeting or discussion with any such Governmental Authority in respect of any filing, investigation or inquiry concerning this Agreement or the Transactions unlessand, to the extent reasonably practicable, it consults will consult with the other parties hereto party on all characterizations of, the information relating to such other party which appears in advance any filing made with, or written materials submitted to, any Governmental Authority in connection with the transactions contemplated by this Agreement; and (iiiii) to the extent permitted by such Governmental Authority, give consult with the other with respect to obtaining all authorizations of Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement and will keep the other party apprised of the status of matters relating to completion of the transactions contemplated by this Agreement. Each of the parties hereto the opportunity to attend, and will promptly furnish the other parties party with copies of all correspondence, filings and formal written communications between them and their Affiliates and their respective representatives on one hand and received by it, from, or delivered to, any such Governmental Authority in connection with or its staff on material to the other hand, with respect to transactions contemplated by this Agreement and the Transactions; provided, however, that this Agreement shall not obligate any party to disclose to any other party such portions of any proposed or final correspondence, filing or other written communication with a Governmental Authority or its staff as the party to such correspondence, filing or communication may reasonably deem competitively-sensitive, privileged or confidential vis-à-vis the other partyAgreement, except that it shall disclose matters to the external counsel of the other party to the extent reasonably necessary in order to enable the party to fulfill its cooperation obligations in this Section 6.5(b)for any confidential portions thereof.

Regulatory Matters and Approvals. (a) Each of Purchaser the Parties will cooperate and use Commercially Reasonable Efforts to promptly prepare and file all necessary documentation, to effect all necessary applications, notices, petitions, filings and other documents, and to obtain all necessary Governmental Authorizations. Buyer shall file all requisite applications with the applicable Governmental Bodies no later than thirty (30) calendar days after the date of this Agreement (and shall use its Commercially Reasonable Efforts to file such applications not later than twenty (20) calendar days after the date of this Agreement); provided that Seller will provide has supplied to Buyer all necessary Seller information required for such applications and Buyer shall have provided to Seller a copy of each such application (excluding confidential sections thereof) not less than three (3) Business Days prior to the date on which such application is to be filed. Buyer shall respond (and Seller shall assist Buyer in responding) to all requests for information from a Governmental Body in a timely manner and shall use their respective Commercially Reasonable Efforts to respond to any notices to and make any filings with any Governmental Authority that are necessary to consummate the Transactions. request within three (b3) Business Days. Each of Purchaser and the Seller Parties will promptly notify the other parties hereto of any written communication made to or received by either Purchaser and/or the Seller, as the case may be, from any Governmental Authority regarding the Transactions, and, subject to applicable Law, if practicable, (i) permit the other parties hereto to review in advance any proposed written communication to any such Governmental Authority and incorporate the other parties’ reasonable comments, (ii) not agree to participate in any substantive meeting or discussion with any such Governmental Authority in respect of any filing, investigation or inquiry concerning this Agreement or the Transactions unlessand, to the extent reasonably practicable, it consults will consult with the other parties hereto Party on all characterizations of the information relating to the other Party which appear in advance any filing made with, or written materials submitted to, any Governmental Body in connection with the Acquisition; and (iiiii) to the extent permitted by such Governmental Authority, give consult with the other parties hereto with respect to obtaining all Governmental Authorizations necessary or advisable to consummate the opportunity Acquisition (unless prohibited by the applicable Governmental Body) and will keep the other Party apprised of the status of matters relating to attend, and completion of the Acquisition. Each of the Parties will promptly furnish the other parties Party with copies of all correspondence, filings and written communications between them received by it, from, or delivered to, any Governmental Body in connection with and their Affiliates and their respective representatives on one hand and any such Governmental Authority or its staff on material to the other hand, with respect to this Agreement and the Transactions; provided, however, that this Agreement shall not obligate any party to disclose to any other party such portions of any proposed or final correspondence, filing or other written communication with a Governmental Authority or its staff as the party to such correspondence, filing or communication may reasonably deem competitively-sensitive, privileged or confidential vis-à-vis the other partyAcquisition, except that it for any confidential portions thereof and shall disclose matters to the external counsel of update the other party on any non-written correspondence with Governmental Bodies relating to the extent reasonably necessary in order to enable the party to fulfill its cooperation obligations in this Section 6.5(b)Governmental Authorizations.

Regulatory Matters and Approvals. (a) Each Party shall, as promptly as possible, use its commercially reasonable efforts to obtain, or cause to be obtained, all Consents from all Governmental Authorities that may be or become necessary for its execution and delivery of Purchaser this Agreement and the Seller performance of its obligations pursuant to this Agreement. Each Party shall cooperate fully with the other Party and its Affiliates in promptly seeking to obtain all such Consents. The Parties shall not willfully take any action that will provide have the effect of delaying, impairing or impeding the receipt of any notices required Consents. Without limiting the generality of the foregoing, each Party agrees to and make any filings with any supply as promptly as practicable to the appropriate Governmental Authority any additional information and documentary material that are necessary may be requested pursuant to consummate the TransactionsHSR Act. (b) Each All analyses, appearances, meetings, discussions, presentations, memoranda, briefs, filings, arguments, and proposals made by or on behalf of Purchaser and the Seller will promptly notify the other parties hereto of any written communication made to or received by either Purchaser and/or the Seller, as the case may be, from party before any Governmental Authority regarding or the Transactionsstaff or regulators of any Governmental Authority, andin connection with the Contemplated Transactions (but, subject for the avoidance of doubt, not including any interactions between the Acquired Group with Governmental Authorities in the Ordinary Course of Business, any disclosure which is not permitted by Law or any disclosure containing confidential information) shall be disclosed to applicable Law, if practicable, (i) permit the other parties hereto to review Party in advance any proposed written communication to any such Governmental Authority and incorporate the other parties’ reasonable comments, (ii) not agree to participate in any substantive meeting or discussion with any such Governmental Authority in respect of any filing, investigation submission or inquiry concerning this Agreement attendance, it being the intent that the Parties will consult and cooperate with one another, and consider in good faith the views of one another, in connection with any such analyses, appearances, meetings, discussions, presentations, memoranda, briefs, filings, arguments, and proposals. Each Party shall give notice to the other Party with respect to any meeting, discussion, appearance or contact with any Governmental Authority or the Transactions unless, to the extent reasonably practicable, it consults with the other parties hereto in advance and (iii) to the extent permitted by such staff or regulators of any Governmental Authority, give with such notice being sufficient to provide the other parties hereto party with the opportunity to attendattend and participate in such meeting, discussion, appearance or contact. (c) Sellers shall use commercially reasonable efforts to give all notices to, and furnish the other obtain all Consents from, all third parties with copies of all correspondence, filings and written communications between them and their Affiliates and their respective representatives on one hand and any such Governmental Authority or its staff on the other hand, with respect to this Agreement and the Transactions; provided, however, that this Agreement shall not obligate any party to disclose to any other party such portions of any proposed or final correspondence, filing or other written communication with a Governmental Authority or its staff as the party to such correspondence, filing or communication may reasonably deem competitively-sensitive, privileged or confidential vis-à-vis the other party, except that it shall disclose matters to the external counsel of the other party to the extent reasonably necessary are described in order to enable the party to fulfill its cooperation obligations in this Section 6.5(bSchedule 6.2(f).

Regulatory Matters and Approvals. (a) Each of Purchaser and the Seller Sellers will provide any notices to and make any filings with any Governmental Authority that are necessary to consummate the Transactions. Without limiting the generality of the foregoing, the Sellers and Purchaser shall, no later than ten (10) Business Days after the date hereof, prepare and file as promptly as practicable all documentation to effect any necessary notices, reports and other filings and to obtain as promptly as practicable all Consents, clearances, registrations, approvals, permits and authorizations necessary or advisable to be obtained from any Governmental Authority in order to consummate the Transactions. (b) Each of Purchaser and the Seller Party will promptly notify the other parties hereto Party of any written or oral communication made to or received by either Purchaser and/or Purchaser, the SellerSellers or both, as the case may be, from any Governmental Authority regarding the Transactions, and, subject to applicable Law, if practicable, (i) permit the other parties hereto Party to review in advance any proposed written communication to any such Governmental Authority and incorporate consider the other parties’ reasonable commentsParty’s comments in good faith, (ii) not agree to participate in any substantive meeting or discussion with any such Governmental Authority in respect of any filing, investigation or inquiry concerning this Agreement or the Transactions unless, to the extent reasonably practicable, it consults with the other parties hereto Party in advance and (iii) to the extent permitted by such Governmental Authority, give the other parties hereto Party the opportunity to attend, and furnish the other parties Party with copies of all correspondence, filings and written communications between them and their Affiliates and their respective representatives on one hand and any such Governmental Authority or its staff on the other hand, with respect to this Agreement and the Transactions; provided, however, that this Agreement shall not obligate any party either Party to disclose to any the other party Party such portions of any proposed or final correspondence, filing or other written communication with a Governmental Authority or its staff as the party to such correspondence, filing or communication may reasonably deem competitively-sensitive, privileged or confidential vis-à-vis à -vis the other party, except that it shall disclose matters to the external counsel of the other party Party to the extent reasonably necessary in order to enable the party Party to fulfill its cooperation obligations in this Section 6.5(b).

Regulatory Matters and Approvals. (a) Each of Purchaser the Parties will cooperate and use commercially reasonable efforts to promptly prepare and file all necessary documentation, to effect all necessary applications, notices, petitions, filings and other documents, and to obtain all necessary Governmental Authorizations. Buyer shall file all requisite applications with the applicable Governmental Bodies no later than thirty (30) calendar days after the date of this Agreement; provided that Seller will provide has supplied to Buyer all necessary Seller information required for such applications and Buyer shall have provided to Seller a copy of each such application (excluding confidential sections thereof) not less than three (3) Business Days prior to the date on which such application is to be filed. Buyer shall respond (and Seller shall assist Buyer in responding) to all requests for information from a Governmental Body in a timely manner and shall use their respective commercially reasonable efforts to respond to any notices to and make any filings with any Governmental Authority that are necessary to consummate the Transactions. request within three (b3) Business Days. Each of Purchaser and the Seller Parties will promptly notify the other parties hereto of any written communication made to or received by either Purchaser and/or the Seller, as the case may be, from any Governmental Authority regarding the Transactions, and, subject to applicable Law, if practicable, (i) permit the other parties hereto to review in advance any proposed written communication to any such Governmental Authority and incorporate the other parties’ reasonable comments, (ii) not agree to participate in any substantive meeting or discussion with any such Governmental Authority in respect of any filing, investigation or inquiry concerning this Agreement or the Transactions unlessand, to the extent reasonably practicable, it consults will consult with the other parties hereto Party on all characterizations of the information relating to the other Party which appear in advance any filing made with, or written materials submitted to, any Governmental Body in connection with the Acquisition; and (iiiii) to the extent permitted by such Governmental Authority, give consult with the other parties hereto with respect to obtaining all Governmental Authorizations necessary or advisable to consummate the opportunity Acquisition and will keep the other Party apprised of the status of matters relating to attend, and completion of the Acquisition. Each of the Parties will promptly furnish the other parties Party with copies of all correspondence, filings and written communications between them and their Affiliates and their respective representatives on one hand and received by it, from, or delivered to, any such Governmental Authority Body in connection with or its staff on material to the other hand, with respect to this Agreement and the Transactions; provided, however, that this Agreement shall not obligate any party to disclose to any other party such portions of any proposed or final correspondence, filing or other written communication with a Governmental Authority or its staff as the party to such correspondence, filing or communication may reasonably deem competitively-sensitive, privileged or confidential vis-à-vis the other partyAcquisition, except that it for any confidential portions thereof and shall disclose matters to the external counsel of update the other party on any non-written correspondence with Governmental Bodies relating to the extent reasonably necessary in order to enable the party to fulfill its cooperation obligations in this Section 6.5(b)Governmental Authorizations.