Common use of HSR Act Compliance Clause in Contracts

HSR Act Compliance. If Rhône Capital III or any Holder determines that a notification under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder (the “HSR Act”), is required in connection with the exercise of any Warrants by any Holder, the Company shall reasonably cooperate with such Holder by (i) promptly effecting all necessary notifications and other filings under the HSR Act that are required to be made by the Company and (ii) responding as promptly as reasonably practicable to all inquiries or requests received from the United States Federal Trade Commission (the “FTC”), the Department of Justice (“DOJ”) or any other governmental authority in connection with such notifications and other filings. For the avoidance of doubt, nothing in this Section 9.3 shall require that the Company or any of its subsidiaries commit to any divestiture, license, or hold separate or similar arrangement with respect to the business, assets or properties of the Company or any of its subsidiaries. Any such notifications and responses by the Company will be in full compliance with the requirements of the HSR Act. The Company shall, to the extent legally permissible, keep Rhône Capital III and such Holder reasonably apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC, the DOJ or such other governmental authority. The Company and Rhône Capital III shall share equally the filing fees in connection with the above filings, and shall otherwise each bear their respective costs and expenses in connection with the preparation of such filings and responses to inquires or requests.

Appears in 2 contracts

Samples: Warrant and Registration Rights Agreement (Quiksilver Inc), Warrant and Registration Rights Agreement (Quiksilver Inc)

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HSR Act Compliance. If Rhône Capital III or any the Holder determines that a notification under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder (the “HSR Act”), is required in connection with the exercise of any the Warrants represented by any Holderthis Warrant Certificate, the Company shall reasonably cooperate with such the Holder by (ia) promptly effecting all necessary notifications and other filings under the HSR Act that are required to be made by the Company and (iib) responding as promptly as reasonably practicable to all inquiries or requests received from the United States Federal Trade Commission (the “FTC”), the Department of Justice (the “DOJ”) or any other governmental authority in connection with such notifications and other filings. For the avoidance of doubt, nothing in this Section 9.3 5.03 shall require that the Company or any of its subsidiaries Subsidiaries commit to any divestiture, license, license or hold separate or similar arrangement with respect to the business, assets or properties of the Company or any of its subsidiariesSubsidiaries. Any such notifications and responses by the Company will be in full compliance with the requirements of the HSR Act. The Company shall, to the extent legally permissible, keep Rhône Capital III and such the Holder reasonably apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC, the DOJ or such other governmental authority. The Company and Rhône Capital III shall share equally pay the filing fees in connection with the above filings, and shall otherwise each bear their respective its costs and expenses in connection with the preparation of such filings and responses to inquires or requests.

Appears in 2 contracts

Samples: Investment Agreement (SilverSun Technologies, Inc.), Investment Agreement (SilverSun Technologies, Inc.)

HSR Act Compliance. If Rhône Capital III the Agent or any Holder determines that a notification under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder (the “HSR Act”), is required in connection with the exercise of any Warrants by any Holder, the Company shall reasonably cooperate with such Holder by (i) promptly effecting all necessary notifications and other filings under the HSR Act that are required to be made by the Company and (ii) responding as promptly as reasonably practicable to all inquiries or requests received from the United States Federal Trade Commission (the “FTC”), the Department of Justice (“DOJ”) or any other governmental authority in connection with such notifications and other filings. For the avoidance of doubt, nothing in this Section 9.3 9.03 shall require that the Company or any of its subsidiaries commit to any divestiture, license, license or hold separate or similar arrangement with respect to the business, assets or properties of the Company or any of its subsidiaries. Any such notifications and responses by the Company will be in full compliance with the requirements of the HSR Act. The Company shall, to the extent legally permissible, keep Rhône Capital III the Agent and such Holder reasonably apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC, the DOJ or such other governmental authority. The Company and Rhône Capital III the Agent shall share equally the filing fees in connection with the above filings, and shall otherwise each bear their respective costs and expenses in connection with the preparation of such filings and responses to inquires or requests.

Appears in 2 contracts

Samples: Warrant and Registration Rights Agreement (Zale Corp), Warrant and Registration Rights Agreement (Z Investment Holdings, LLC)

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HSR Act Compliance. If Rhône Capital III or any the Holder determines that a notification under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder (the “HSR Act”), is required in connection with the exercise of any the Warrants represented by any Holderthis Warrant Certificate, the Company shall reasonably cooperate with such the Holder by (i) promptly effecting all necessary notifications and other filings under the HSR Act that are required to be made by the Company and (ii) responding as promptly as reasonably practicable to all inquiries or requests received from the United States Federal Trade Commission (the “FTC”), the Department of Justice (the “DOJ”) or any other governmental authority in connection with such notifications and other filings. For the avoidance of doubt, nothing in this Section 9.3 5.03 shall require that the Company or any of its subsidiaries Subsidiaries commit to any divestiture, license, license or hold separate or similar arrangement with respect to the business, assets or properties of the Company or any of its subsidiariesSubsidiaries. Any such notifications and responses by the Company will be in full compliance with the requirements of the HSR Act. The Company shall, to the extent legally permissible, keep Rhône Capital III and such the Holder reasonably apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC, the DOJ or such other governmental authority. The Company and Rhône Capital III shall share equally pay the filing fees in connection with the above filings, and shall otherwise each bear their respective its costs and expenses in connection with the preparation of such filings and responses to inquires or requests.

Appears in 1 contract

Samples: Investment Agreement (Express-1 Expedited Solutions Inc)

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