Merger Control Filing definition

Merger Control Filing means any filing by SR or Gilead with (a) the FTC and the DOJ of a Notification and Report Form for Certain Mergers and Acquisitions (as that term is
Merger Control Filing means any filing with the United States Federal Trade Commission and the Antitrust Division of the United States Department of Justice of a Notification and Report Form for Certain Mergers and Acquisitions (as that term is defined in the HSR Act) with respect to the subject matter of this Agreement (or the execution of a License Agreement or Co-Co Collaboration Agreement, as applicable), together with all required documentary attachments thereto, or any other similar filing(s) or notification(s) required pursuant to any other Antitrust Law.
Merger Control Filing means any filing by SR or Gilead with (a) the FTC and the DOJ of a Notification and Report Form for Certain Mergers and Acquisitions (as that term is (5) NTD: Applicable Program Collaboration Target (as defined in the Master Collaboration Agreement) to be specified on Schedule 1.97. *** Confidential Treatment Requested *** defined in the HSR Act) with respect to the matters set forth in this Agreement, or (b) with any other Governmental Authority of any merger control filing required under applicable Antitrust Law, in each case, together with all required documentary attachments thereto.

Examples of Merger Control Filing in a sentence

  • Acquisitions of Control not Subject to Mandatory Merger Control Filing: other competition law risks As referred above, the mandatory merger control rules, including the obligation to notify and standstill until clearance of the concentration, were established for transactions that are deemed capable, because of their dimension, to affect the internal market (EU dimension) or any mar- ket within a Member State.

  • Year 2010127SerbiaBiHCroatia128MacedoniaMontenegroKosovoMergernotification6718Ca. 122212n/a 4.1.1 Increase Merger Control Filing ThresholdsAs a general rule, a transaction must be notified whenever the financial thresholds set by the local competition law are reached.

  • Each Party shall be responsible for its own costs, expenses, and filing fees associated with any Merger Control Filing; provided, further, that Gilead shall pay [***] of all fees (other than penalties that may be incurred as a result of actions or omissions on the part of SR or any of its Affiliates, which penalties shall be the sole financial responsibility of SR) required to be paid to any Governmental Authority in connection with making any such Merger Control Filing.

  • Micheal Gu, MOFCOM Updated Rules on Merger Control Filing, China Law Vision, June 20, 2014, available at http://www.chinalawvision.com/2014/06/articles/merger-and-acquisition/ mofcom-updated-rules-on-merger-control-filing (last visited on Aug.

  • Whenever any event occurs that is required to be set forth in an amendment or supplement to any Merger Control Filing, the Purchaser shall promptly inform the Seller Parent of such occurrence and cooperate in filing with the competent governmental authority such amendment or supplement.

  • Merger Control Filing: gun jumping (China and Europe), international cooperation among antitrust agencies for global filing transactions (all), latest changes in some jurisdictions (India), AT&T/Time Warner merger in the context of political influence and whether/how the U.S. political situation may be influencing cross-border mergers if that would be of interest (US)4.

  • A health care provider or group purchaser must permit access by the commissioner of health during normal business hours to its facilities, books, records, accounts, and other sources of information that are pertinent to ascertaining compliance with this section.

  • Without prejudice to Clause 4.4, the responsibility for the preparation and filing of all Merger Control Filings and the conduct of proceedings before the Competition Authorities rests with the Purchaser where the relevant competition or foreign investment laws require Purchaser to make the Merger Control Filing.


More Definitions of Merger Control Filing

Merger Control Filing means any filing by Relay or Licensee with (a) the U.S. Federal Trade Commission and the Antitrust Division of the U.S. Department of Justice of a Notification and Report Form for Certain Mergers and Acquisitions (as that term is defined in the HSR Act) with respect to the matters set forth in this Agreement, or (b) with any other Governmental Authority of any merger control filing required under applicable Antitrust Law, in each case, together with all required documentary attachments thereto.

Related to Merger Control Filing

  • Governmental Filings means all filings, including franchise and similar tax filings, and the payment of all fees, assessments, interests and penalties associated with such filings with all Governmental Authorities.

  • Certificate of Merger has the meaning set forth in Section 2.2.

  • Articles of Merger has the meaning set forth in Section 2.2.

  • Company Proxy Statement has the meaning set forth in Section 3.5.

  • UCC Filing Authorization Letter means a letter duly executed by each Loan Party authorizing the Agent to file appropriate financing statements on Form UCC-1 without the signature of such Loan Party in such office or offices as may be necessary or, in the opinion of the Agent, desirable to perfect the security interests purported to be created by each Security Agreement, each Pledge Agreement and each Mortgage.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Antitrust Laws means the Xxxxxxx Act, as amended, the Xxxxxxx Act, as amended, the HSR Act, the Federal Trade Commission Act, as amended, and all other applicable Laws issued by a Governmental Authority that are designed or intended to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or lessening of competition.

  • HSR Filing means the filing of the Notification and Report Form pursuant to the HSR Act with respect to the transactions contemplated by this Agreement with the Antitrust Division of the United States Department of Justice and the United States Federal Trade Commission.

  • Agreement of Merger has the meaning set forth in Section 2.01(b).

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • Company SEC Documents has the meaning set forth in Section 3.5(a).

  • Public Filings means the reports, schedules, forms, statements and other documents filed by the Company or Bezeq with the SEC or the ISA, as applicable, and publically available at least two (2) Business Days prior to the date of this Agreement.

  • Parent SEC Reports has the meaning set forth in Section 4.5(a).

  • Company SEC Reports shall have the meaning set forth in Section 3.8(a).

  • Antitrust Law means the Xxxxxxx Act, as amended, the Xxxxxxx Act, as amended, the HSR Act, the Federal Trade Commission Act, as amended, Foreign Antitrust Laws and all other Laws that are designed or intended to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or lessening of competition through merger or acquisition.

  • Merger Closing means the “Closing” as defined in the Merger Agreement.

  • Company Bylaws means the bylaws of the Company, as amended.

  • Tender Offer Documents means the documents provided to the holders of the Auction Preferred Shares by or on behalf of the Fund in connection with the Tender Offer.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Company Board Recommendation has the meaning set forth in Section 3.03(d).

  • Filings the filing or recording of (i) the Financing Statements as set forth in Schedule 3, (ii) this Agreement or a notice thereof with respect to Intellectual Property as set forth in Schedule 3, and (iii) any filings after the Closing Date in any other jurisdiction as may be necessary under any Requirement of Law.

  • Shareholder Approval Date means the date on which this Plan is approved shareholders of the Company eligible to vote in the election of directors, by a vote sufficient to meet the requirements of Code Sections 162(m) (if applicable) and 422, Rule 16b-3 under the Exchange Act (if applicable), applicable requirements under the rules of any stock exchange or automated quotation system on which the Shares may be listed on quoted, and other laws, regulations and obligations of the Company applicable to the Plan.

  • Consent Solicitation Statement means the consent solicitation statement issued on June 15, 2020 by Odebrecht Engenharia e Construção S.A., among others.

  • Certificates of Merger has the meaning set forth in Section 2.2.