Xxxx-Xxxxx-Xxxxxx Compliance. In connection with any transaction in which the Company is involved (a “Transaction”) that is required to be reported under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended from time to time (the “HSR Act”), the Company shall prepare and file all documents with the Federal Trade Commission and the United States Department of Justice which may be required to comply with the HSR Act, and shall promptly furnish all materials thereafter requested by any of the regulatory agencies having jurisdiction over such filings, in connection with a Transaction. The Company shall take all reasonable actions and shall file and use reasonable best efforts to have declared effective or approved all documents and notifications with any governmental or regulatory bodies, as may be necessary or may reasonably be requested under federal antitrust laws for the consummation of the Transaction. Notwithstanding the foregoing, if any Investor, rather than the Company, is required to make a filing under the HSR Act in connection with a Transaction, the Company will provide to such Investor all necessary information for such filing, will facilitate such filing and will pay all fees and expenses associated with such filing.
Xxxx-Xxxxx-Xxxxxx Compliance. All applicable waiting periods ---------------------------- under the HSR Act shall have expired or early termination shall have been granted by both the Federal Trade Commission and the United States Department of Justice.
Xxxx-Xxxxx-Xxxxxx Compliance. Notwithstanding anything else in this Agreement, if the sale and issuance of the Shares is subject to the premerger notification requirements of the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act"), it shall be a condition to the Closing that any waiting period under the HSR Act applicable to the purchase of the Shares shall have expired or been terminated and any approvals required thereunder shall have been obtained, and the parties shall cooperate in promptly filing premerger reports and in taking all steps reasonably necessary to obtain early termination of any applicable HSR Act waiting periods. If any such waiting period shall not have expired or been subject to early termination on or before the date ninety (90) days from the date of this Agreement, either party may terminate this Agreement by giving written notice to the other.
Xxxx-Xxxxx-Xxxxxx Compliance. The execution and delivery of this ---------------------------- Agreement and the consummation of the transactions contemplated thereby will not require any consent, approval or filing pursuant to the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act (the "HSR Act").
Xxxx-Xxxxx-Xxxxxx Compliance. If required, each Party receiving a license under Future Patent Rights shall use commercially diligent efforts to satisfy any applicable requirements under the HSR Act, and the regulations promulgated thereunder or other applicable Federal Trade Commission or Department of Justice regulations, including by making an initial HSR Act filing as soon as practicable after the exercise of the option to obtain such a license pursuant to this Section 2(c). The licenses granted under this Section 2(c) with respect to such Future Patent Rights shall not be effective until the date of either (A) satisfaction of any such requirements and the expiration or termination of all applicable HSR Act waiting periods (including any extensions thereof) or (B) the mutual written agreement of JHU and each Party receiving a license under such Future Patent Rights that no HSR Act filings are required.
Xxxx-Xxxxx-Xxxxxx Compliance. Subject to the determination by the Buyer that any of the following actions is not required, the Sellers shall cooperate with the Buyer and shall promptly file Notification and Report Forms under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act") with the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") and respond as promptly as practicable to all inquiries received from the FTC or the Antitrust Division for additional information or documentation.
Xxxx-Xxxxx-Xxxxxx Compliance. In connection with any transaction in which the Company is involved which is required to be reported under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended from time to time (the "HSR ACT"), the Company shall prepare and file all documents with the Federal Trade Commission and the United States Department of Justice which may be required to comply with the HSR Act, and shall promptly furnish all materials thereafter requested by any of the regulatory agencies having jurisdiction over such filings, in connection with the transactions contemplated thereby. The Company shall take all reasonable actions and shall file and use reasonable best efforts to have declared effective or approved all documents and notifications with any governmental or regulatory bodies, as may be necessary or may reasonably be requested under federal antitrust laws for the consummation of the subject transaction.
Xxxx-Xxxxx-Xxxxxx Compliance. Subject to the determination by the Buyer that any of the following actions is not required, the Buyer shall promptly prepare and file Notification and Report Forms under the HSR Act with the FTC and respond as promptly as practicable to all inquiries received from the FTC or the Antitrust Division for additional information or documentation, and Buyer shall pay all filing fees in connection therewith.
Xxxx-Xxxxx-Xxxxxx Compliance. The consummation of the transaction contemplated by this Agreement is subject in all respects to and conditioned upon compliance by the parties with the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and rules and regulations promulgated pursuant thereto (the “Xxxx-Xxxxx-Xxxxxx Act”), to the extent that the Xxxx-Xxxxx-Xxxxxx Act is applicable to the transaction contemplated by this Agreement. Buyer and Seller agree to (or to cause its applicable Affiliate to) make such filings with, and provide such information to, the Federal Trade Commission and the Department of Justice with respect to the transaction contemplated by this Agreement as are required in connection with the Xxxx-Xxxxx-Xxxxxx Act within ten (10) Business Days after the Execution Date. Buyer agrees to use its best efforts and to take promptly any and all steps and actions necessary to avoid or eliminate each and every impediment that may be asserted by any governmental authority (including, but not limited to, the Federal Trade Commission and the Department of Justice) with respect to the transaction contemplated by this Agreement so as to enable the Closing to occur on the timeframe contemplated by this Agreement. If filing a Notification and Report Form for the transaction contemplated by this Agreement is required by the Xxxx-Xxxxx-Xxxxxx Act, Buyer and Seller each agree (i) to request (or cause its applicable Affiliate to request) early termination of the waiting period under the Xxxx-Xxxxx-Xxxxxx Act, (ii) to respond as promptly as practicable to all inquiries received from the Federal Trade Commission or the Department of Justice for additional information or documentation, (iii) to keep each other apprised of the status of matters relating to the Xxxx-Xxxxx-Xxxxxx Act, including promptly furnishing the other with copies of any material communications received from the Federal Trade Commission or Department of Justice regarding the transaction, (iv) to permit counsel for the other party a reasonable opportunity to review in advance, and consider in good faith the views of the other party in connection with, any proposed written communication to the Federal Trade Commission or Department of Justice, and (v) not to participate in any substantive meeting or discussion, either in person or by telephone, with the Federal Trade Commission or Department of Justice regarding the transaction unless it consults with the other party in advance and, to the extent not prohibited, ...
Xxxx-Xxxxx-Xxxxxx Compliance. As a condition to the exercise ---------------------------- of the Option, any applicable waiting period under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act"), shall have ------- expired or been terminated. To the extent either Universal or Xxxxx is required in connection with the transactions contemplated hereby to file a notification and report form in compliance with the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, or the rules and regulations promulgated thereunder, each party agrees to fully cooperate with such other party to enable such other party to promptly make such filing and to respond to any requests for additional information in connection therewith.
