Common use of HART-SCOTT-RODINO ACT Clause in Contracts

HART-SCOTT-RODINO ACT. The Coxxxxx xxx xxx Xxxer will each file the Notification and Report Forms and related material that they are required to file with the Federal Trade Commission and the Antitrust Division of the United States Department of Justice under the HSR Act, will use their reasonable efforts to obtain an early termination of the applicable waiting period, and will make any further filings pursuant thereto that may be necessary, proper, or advisable, provided, however, that the reasonable efforts of Buyer shall not include (a) proffering Buyer's willingness to accept an order providing for the divestiture of such of the properties, assets, operations, or business of the Company (or, in lieu thereof, such properties, assets, operations, or business of Buyer or any of Buyer's Affiliates) as are necessary to permit the consummation of the transactions contemplated by this Agreement, including an offer to hold separate such properties, assets, operations or businesses pending any such divestiture, (b) proffering Buyer's willingness to accept any other conditions, restrictions, limitations or agreements affecting the full rights of ownership of the Company's assets (or any portion thereof) as may be necessary to permit the consummation of the transactions contemplated by this Agreement, or (c) entering into or continuing any litigation relating to this Agreement or the transactions contemplated hereby and the reasonable efforts of the Company shall not include entering into or continuing any litigation relationship relating to this Agreement or the transactions contemplated hereby.

HART-SCOTT-RODINO ACT. The Coxxxxx xxx xxx Xxxer Buyer and the Seller will each file the Notification and Report Forms Notificatixx xxx Xxxxxx Xxxms and related material that they are required to file with the Federal Trade Commission and the Antitrust Division of the United States Department of Justice under the HSR Hart-Scott-Rodino Antitrust Improvement Act, will use their reasonable efforts to obtain exxxxxx xx xxxxxx an early termination of the applicable waiting period, and will make any further filings pursuant thereto that may be necessary, proper, or advisable, provided, however, that the reasonable efforts of the Buyer shall not include (a) proffering the Buyer's willingness to accept an order providing for the divestiture of such of the properties, assets, operations, or business of the Company (or, in lieu thereof, such properties, assets, operations, operations or business of the Buyer or any of the Buyer's Affiliatesaffiliates) as are necessary to permit the consummation of the transactions contemplated by this Agreement, including an offer to hold separate such properties, assets, operations or businesses pending any such divestiture, (b) proffering the Buyer's willingness to accept any other conditions, restrictions, limitations or agreements affecting the full rights of ownership of the Company's assets (or any portion thereof) as may be necessary to permit the consummation of the transactions contemplated by this Agreement, or (c) entering into or continuing any litigation relating to this Agreement or the transactions contemplated hereby and the reasonable efforts of the Company hereby. The Seller shall also not include entering be required to enter into or continuing continue any litigation relationship relating to this Agreement or the transactions contemplated hereby.

HART-SCOTT-RODINO ACT. The Coxxxxx xxx xxx Xxxer will each file the Notification and Report Forms and related material that they are required to file with the Federal Trade Commission and the Antitrust Division of the United States Department of Justice under the HSR Act, will use their reasonable efforts to obtain an early termination of the applicable waiting period, and will make any further filings pursuant thereto that may be necessary, proper, or advisable, provided, however, that the reasonable efforts of Buyer shall not include (a) proffering Buyer's willingness to accept an order providing for the divestiture of such of the properties, assets, operations, or business of the Company (or, in lieu thereof, such properties, assets, operations, or business of Buyer or any of Buyer's Affiliates) as are necessary to permit the consummation of the transactions contemplated by this Agreement, including an offer to hold separate such properties, assets, operations or businesses pending any such divestiture, (b) proffering Buyer's willingness to accept any other conditions, restrictions, limitations or agreements affecting the full rights of ownership of the Company's assets (or any portion thereof) as may be necessary to permit the consummation of the transactions contemplated by this Agreement, or (c) entering into or continuing any litigation relating to this Agreement or the transactions contemplated hereby and the reasonable efforts of the Company shall not include entering into or continuing any litigation relationship relating to this Agreement or the transactions contemplated hereby. The Buyer will pay any filing fees incurred by the Company or Mr. Flournoy in connection wixx xxx xxxxxred HSR Act filings.