Hart-Xxxxx. Xxxxxx. Xxe "total assets" and the "annual net sales" of the "ultimate parent entity" (as such terms are used within the meaning of Section 7A.(a)(2)(A) of the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976) of the ADCS Group are less than $100,000,000. 3.35. Stock Ownership. Other than through mutual funds or other similar investment vehicles over which no investment discretion is retained, none of the ADCS Group, any ADCS Group Subsidiary or any Holder owns any ATMI Group Securities issued by ATMI and has no warrants, options or other rights to purchase or otherwise acquire or convert any obligations into ATMI Group Securities. 3.36.
Hart-Xxxxx. Xxy applicable waiting period under the Hart-Xxxxx Xxx shall have expired or been terminated without receipt of any objections or commencement of litigation or threat thereof by the appropriate Governmental Entity to restrain the transactions contemplated hereby.
Hart-Xxxxx. Xxe waiting period specified under the HSR Act shall have expired or earlier terminated, and any other necessary regulatory approvals shall have been obtained (including without limitation from the Missouri Public Service Commission).
Hart-Xxxxx. Xxe waiting period specified under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976 shall have expired or earlier terminated.
Hart-Xxxxx. Xxthin the meaning of the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended, and the applicable regulations thereunder, 16 C.F.R. Parts 801-803 (collectively, "Hart-Xxxxx"), neither the Company nor any of its Affiliates (i) is engaged in manufacturing; (ii) has total assets of $10 million or more; or (iii) has annual net sales of $100 million or more.
Hart-Xxxxx. Xxthin the meaning of the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended, and the applicable regulations thereunder, 16 C.F.R. Parts 801-803 (collectively, "Hart-Xxxxx"):
Hart-Xxxxx. Xxxxxx, xxc. All waiting periods required by HSR and any applicable comparable European and Japanese laws and regulations shall have expired with respect to the transactions contemplated by this Agreement, or early termination with respect thereto shall have been obtained without the imposition of any governmental request or order requiring the sale or disposition or holding separate (through a trust or otherwise) of particular assets or businesses of BMC, its affiliates or any component of Boolx xx other actions as a precondition to the expiration of any waiting period or the receipt of any necessary governmental approval or consent.
Hart-Xxxxx. Xxxxxx. Xxere shall be no filing required under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended, relating to the consummation of the transactions contemplated by the Ciena Purchase Agreement or this Agreement.
Hart-Xxxxx. XXXXXX. Any waiting periods applicable to the Transactions under applicable U.S. and foreign antitrust or trade regulation laws and regulations, including, without limitation, under the HSR, shall have expired or been terminated.
Hart-Xxxxx. Xxxxxx. Xxch party shall file such materials as are required under the HSR Act with respect to the transactions contemplated hereby and shall cooperate with the other party to the extent necessary to assist the other party in the preparation of such filings.
