Xxxx-Xxxxx-Xxxxxx Filings. VERITAS, STI, and Newco will, and VERITAS ------------------------- shall use its reasonable best efforts to cause Warburg, Xxxxxxxx Xxxxxx and Xxxx Xxxxxx to, as promptly as practicable prepare and file the applicable notices and forms (if any) required to be filed by them under the HSR Act or comparable laws of non-U.S. governmental entities, and comply promptly with any appropriate requests from the Federal Trade Commission, the United States Department of Justice or any other Governmental Antitrust Authority for additional information and documentary material. The parties hereto will not take any action that will have the effect of delaying, impairing or impeding the termination of any waiting period or the receipt of any required approvals of a Government Antitrust Authority. Without limiting the generality of the parties' undertakings pursuant to this Section 1.11, the parties shall use their reasonable best efforts to prevent the entry in a judicial or administrative proceeding brought under any antitrust law by any Governmental Antitrust Authority or any other party of any permanent or preliminary injunction or other order that would make consummation of the Seagate Transaction or the Merger in accordance with the terms of this Agreement unlawful under appropriate anti- trust laws or that would prevent or delay such consummation as a consequence of such laws. Each party hereto shall promptly inform the other of any material communication between such party and the Federal Trade Commission, the Department of Justice or any other Governmental Antitrust Authority regarding any of the transactions contemplated hereby. If any party or any Affiliate of such party receives a request for additional information or for documents or any material from any such Governmental Antitrust Authority with respect to the transactions contemplated hereby, then such party shall endeavor in good faith to make or cause to be made, as soon as reasonably practicable and after consultation with the other parties, an appropriate response in compliance with such request. Further, no written materials shall be submitted by any party to the Federal Trade Commission, the Department of Justice or any other Governmental Antitrust Authority in connection with HSR Act compliance or the merger control regulations of any other state or country, nor shall any oral communications be initiated with such governmental entities by any party, without prior disclosure to and coordination with t...
Xxxx-Xxxxx-Xxxxxx Filings. Buyer shall cooperate with Seller and ------------------------- Stockholders in connection with all required HSR Filings and shall furnish all follow-up information required in connection therewith. Buyer shall have the primary responsibility with respect to the preparation and filing of the HSR Filings.
Xxxx-Xxxxx-Xxxxxx Filings. The Company will make any filings required to be made by the Company under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, following receipt of notice from the Purchaser that it intends to convert its Preferred Stock and advice from counsel that such filing is required. The Company shall notify the Purchaser at least 60 days in advance of when the Company plans to complete a Qualified Public Offering so that the Purchaser shall have adequate time for it to determine whether filings are required under such Act and for the Purchaser and the Company to make any required filings so that the mandatory waiting period under that Act has expired or been terminated prior to the mandatory conversion of the Purchaser's Preferred Stock.
Xxxx-Xxxxx-Xxxxxx Filings. Buyer shall cooperate with Seller in connection with all required filings under Section 7A of the Xxxxxxx Act “Xxxx-Xxxxx-Xxxxxx” and shall furnish all information required in connection therewith.
Xxxx-Xxxxx-Xxxxxx Filings. All filings required to be made and notices required to be given pursuant to the HSR Act shall have been made, all approvals or consents required thereby shall have been obtained and the waiting periods required thereby, if any, shall have expired or terminated.
Xxxx-Xxxxx-Xxxxxx Filings. (a) In furtherance and not in limitation of the foregoing, Buyer and Seller shall use their commercially reasonable efforts to file Notification and Report Forms under the HSR Act and similar applications with any other applicable Governmental Body whose Governmental Authorization is required, or with which a premerger notification is required, in connection with the consummation of the transactions contemplated by this Agreement as promptly as practicable following the date hereof and in any event no later than 5 Business Days following the date hereof. Buyer shall pay all filing fees associated with the HSR Act. Buyer and Seller, and their respective Affiliates, shall cooperate and use their respective commercially reasonable efforts (i) to obtain any Governmental Authorization required for the Closing (Including through compliance with the HSR Act), to respond to any requests for information from a Governmental Body, and (ii) to contest and resist any Action and to have vacated, lifted, reversed, or overturned any Order (whether temporary, preliminary or permanent) that restricts, prevents or prohibits the consummation of the transactions contemplated by this Agreement. In connection with the foregoing, Buyer and its Affiliates shall work in good faith and use commercially reasonable efforts to satisfy any conditions of the FTC or DOJ for approval of the transactions contemplated by this Agreement; provided, however, that neither Buyer nor its Affiliates shall have any obligation to (i) sell or otherwise dispose of assets or businesses of Buyer or any of its Affiliates (Including the Travel Centers), or (ii) withdraw from doing business in a particular jurisdiction to the extent required to do so, or (iii) agree not to do business in any particular jurisdiction. To the extent permitted by applicable Legal Requirement, Buyer and Seller shall provide the other the opportunity to make copies of all material correspondence, filings or communications (or memoranda setting forth the substance thereof) between such party or its representatives, on the one hand, and any Governmental Body, on the other hand, with respect to this Agreement or the transactions contemplated by this Agreement. Each of Buyer and Seller, or their counsel, as appropriate, will be given notice of and a reasonable opportunity to participate in contacts with any Governmental Entity regarding antitrust or merger control matters. Any documents filed pursuant to Item 4(c) of the Xxxx-Xxxxx-X...
Xxxx-Xxxxx-Xxxxxx Filings. Within 30 days of the execution of this Agreement, each party shall make or cause to be made any and all filings which are required under HSRA with respect to the transactions contemplated by this Agreement, the filing fees for which shall, subject to Section 21.21 hereof, be borne equally by the WXON-TV, Inc. and the Buyer, and shall cooperate in the taking of all steps that are necessary, proper or desirable to expedite the preparation and filing of such notification and the furnishing of all information required in connection therewith.
Xxxx-Xxxxx-Xxxxxx Filings. Within ten days after the date of this Agreement, the Seller shall, and shall cause the Company to, make all required filings as promptly as possible with the Federal Trade Commission and the U.S. Department of Justice-Antitrust Division pursuant to the Xxxx-Xxxxx- Xxxxxx Act, and shall, and shall cause the Company to, cooperate with the Acquiror in connection with such filings.
Xxxx-Xxxxx-Xxxxxx Filings. Within ten days after the date of this Agreement, the Parent and the Acquiror shall make all required filings as promptly as possible with the Federal Trade Commission and the U.S. Department of Justice-Antitrust Division pursuant to the Xxxx-Xxxxx-Xxxxxx Act, and it shall cooperate with the Seller and the Company in connection with such filings.
Xxxx-Xxxxx-Xxxxxx Filings. The parties hereto acknowledge that they are subject to the Xxxx-Xxxxx-Xxxxxx Act and the rules and regulations of the Federal Trade Commission thereunder. Purchaser shall prepare all necessary filings in connection with the transactions contemplated by this Agreement under such act, rules and regulations.
