HSR Conditions means the following conditions, collectively: (a) the waiting period under the HSR Act shall have expired or earlier been terminated; (b) no injunction (whether
HSR Conditions means the following conditions, collectively: (a) the waiting period under the HSR Act shall have expired or earlier been terminated; (b) no injunction (whether temporary, preliminary or permanent) prohibiting consummation of the transaction contemplated by this Agreement or any material portion hereof shall be in effect; (c) no judicial or administrative proceeding opposing consummation of all or any part of this Agreement shall be pending; and (d) no requirements or conditions shall have been imposed by the United States Department of Justice or Federal Trade Commission (as applicable) in connection with the filings by the Parties under the HSR Act, other than requirements or conditions that are satisfactory to the Party on whom such requirements or conditions are imposed.
HSR Conditions has the meaning set forth in Section 7.1.
Examples of HSR Conditions in a sentence
In the event that the HSR Conditions are not met within six (6) months from the date the filing required under the HSR Act is made, either Party may terminate this Agreement upon written notice to the other Party.
For clarity, achieving the HSR Conditions shall be the sole condition precedent to this entire Agreement coming into effect.
In the event that the HSR Conditions are not met within [***], then either Party may terminate this Agreement upon notice, in which case, notwithstanding any provisions that are stated to survive under Section 14.10, all provisions of this Agreement shall terminate and be of no force or effect whatsoever, except only that any liability of either Party for failing to comply this Section 15.1 shall survive.
Xxxxxxx will be responsible for the applicable HSR Act filings fees in connection with the Transactions to the extent applicable, and each Party will be responsible for the costs and expenses of its own legal and other advice in relation to the HSR Forms submitted pursuant to the HSR Act therewith and satisfaction of the HSR Conditions.
In the event that the HSR Conditions are not met [***], then either Party may terminate this Agreement upon notice, in which case, notwithstanding any provisions that are stated to survive under Section 13.3 above, all provisions of this Agreement shall terminate and be of no force or effect whatsoever, except only that any liability of either Party for failing to comply this Article 17 shall survive.
More Definitions of HSR Conditions
HSR Conditions has the meaning set forth in Section 17.15.
HSR Conditions shall have the meaning set forth in Section 26.3.
HSR Conditions has the meaning set forth in 15.1 (Effective Date). 1.95 “[*] Criteria” means, with respect to a Collaboration Target, those criteria for ZFPs directed to such Collaboration Target that are (a) set forth in the applicable Research Plan as the “[*] Criteria” for such Collaboration Target and (b) intended to demonstrate that such ZFPs are [*]. 1.96 “[*] Criteria” means, with respect to a Collaboration Target, those criteria for ZFPs directed to such Collaboration Target that are (a) set forth in the applicable Research Plan as the “[*] Criteria” for such Collaboration Target and (b) intended to demonstrate that such ZFPs are [*]. 1.97 “IND” means an Investigational New Drug application as defined in 21 C.F.R. Part 312 or any comparable filings outside of the United States that are required to commence Clinical Trials in such country or region, and all supplements or amendments that may be filed with respect to the foregoing. 1.98 “Indemnified Party” or “Indemnifying Party” has the meaning set forth in Section 14.3(a) (Notice). 1.99 “Infringement” has the meaning set forth in Section 10.3(a) (Notification). 1.100 “Infringement Action” has the meaning set forth in Section 10.3(b) (Competitive Infringements). 1.101 “Initial Target” means each of the following Targets:
HSR Conditions has the meaning ascribed to that term in Section 15.1(c).
HSR Conditions means the following conditions, collectively: (a) the waiting period under the HSR Act shall have expired or earlier been terminated; (b) no injunction (whether CONFIDENTIAL TREATMENT REQUESTEDCertain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to omitted portions marked “***”. temporary, preliminary or permanent) prohibiting consummation of the transaction contemplated by this Agreement or any material portion hereof shall be in effect; (c) no judicial or administrative proceeding opposing consummation of all or any part of this Agreement shall be pending; and(d) no requirements or conditions shall have been imposed by the United States Department of Justice or Federal Trade Commission (as applicable) in connection with the filings by the Parties under the HSR Act, other than requirements or conditions that are satisfactory to the Party on whom such requirements or conditions are imposed.
HSR Conditions means that: (a) the waiting period (and any extensions thereof, including any timing agreements entered into with a Governmental Authority under which the parties agree not to close the transaction) under the HSR Act shall have expired or earlier been terminated; (b) no judicial or administrative proceeding opposing consummation of all or any part of this Agreement shall be pending; and (c) no Law, order or injunction (whether temporary, preliminary or permanent) prohibiting consummation of the transactions contemplated by this Agreement or any material portion hereof shall be in effect. “Intellectual Property” shall mean trademarks, trade names, trade dress, service marks, copyrights, and similar rights (including registrations and applications to register or renew the registration of any of the foregoing), patents and patent applications, trade secrets, and any other similar intellectual property rights. “Intellectual Property License” shall mean any license, permit, authorization, approval, contract or consent granted, issued by or with any person relating to the use of Intellectual Property. “Law” means any federal, state, local or foreign constitution, treaty, law, statute, ordinance, rule, regulation, interpretation, directive, policy, order, writ, decree, injunction, judgment, stay or restraining order of any Governmental Authority, the terms of any permit, and any other ruling or decision of, agreement with or by, or any other requirement of, any Governmental Authority. “Material Adverse Effect” means any change, effect or circumstance, individually or in the aggregate, (a) that is [ * ] materially adverse to [ * ], or (b) that materially impairs [ * ]; provided, however, that, none of the following (alone or when aggregated any other effects), shall be deemed to be a Material Adverse Effect, and none of the following (alone or when aggregated with any other effects), shall be taken into account for purposes of clause (a) above: (A)
HSR Conditions. MEANS THE FOLLOWING CONDITIONS, COLLECTIVELY: (A) THE APPLICABLE WAITING PERIOD UNDER THE HSR ACT WILL HAVE EXPIRED OR EARLIER BEEN TERMINATED; (B) NO INJUNCTION (WHETHER TEMPORARY, PRELIMINARY, OR PERMANENT) PROHIBITING CONSUMMATION OF THE TRANSACTION CONTEMPLATED BY THIS AGREEMENT OR ANY MATERIAL PORTION HEREOF WILL BE IN EFFECT; AND (C) NO judicial or administrative proceeding opposing consummation of all or any part of this Agreement will be pending.