Common use of HSR and Other Approvals Clause in Contracts

HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) to which Sections 5.4(b) and (c), and not this Section 5.4(a), shall apply, promptly following the execution of this Agreement, the parties shall proceed to prepare and file with the appropriate Governmental Entities all authorizations, consents, notifications, certifications, registrations, declarations and filings that are necessary in order to consummate the transactions contemplated by this Agreement and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such matters.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Hexion Specialty Chemicals, Inc.), Agreement and Plan of Merger (Huntsman International LLC)

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HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) to which Sections 5.4(b6.8(b) and (c), and not this Section 5.4(a6.8(a), shall apply, promptly following the execution of this Agreement, the parties shall proceed to prepare and file with the appropriate Governmental Entities all authorizations, consents, notifications, certifications, registrations, declarations and filings that are necessary in order to consummate the transactions contemplated by this Agreement Transactions and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Range Resources Corp), Agreement and Plan of Merger (Memorial Resource Development Corp.)

HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) to which Sections 5.4(b6.8(b) and (ce), and not this Section 5.4(a6.8(a), shall apply, promptly following the execution of this Agreement, the parties shall proceed to prepare and file with the appropriate Governmental Entities all authorizations, consents, notifications, certifications, registrations, declarations and filings that are necessary in order to consummate the transactions contemplated by this Agreement Transactions and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Rice Energy Operating LLC), Agreement and Plan of Merger (EQT Corp)

HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) to which Sections 5.4(b6.8(b) and (cd), and not this Section 5.4(a6.8(a), shall apply, promptly following the execution of this Agreement, the parties Parties shall proceed to prepare and file with the appropriate Governmental Entities all authorizations, consentsConsents, notifications, certifications, registrations, declarations and filings that are necessary in order to consummate the transactions contemplated by this Agreement Transactions and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (WildHorse Resource Development Corp), Agreement and Plan of Merger (Chesapeake Energy Corp)

HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) to which Sections 5.4(b7.07(b) and (c), and not this Section 5.4(a7.07(a), shall apply, promptly following the execution of this Agreement, the parties Parties shall proceed to prepare and file with the appropriate Governmental Entities all authorizations, consents, notifications, certifications, registrations, declarations and filings that are necessary necessary, proper or advisable in order to consummate the transactions contemplated by this Agreement Transactions and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such matters.

Appears in 2 contracts

Samples: Transaction Agreement (SAILFISH ENERGY HOLDINGS Corp), Transaction Agreement (Stone Energy Corp)

HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) to which Sections 5.4(b) and (c5.4(c), and not this Section 5.4(a), shall apply, promptly following the execution of this Agreement, each of the parties Parties shall (i) proceed to prepare and file with the appropriate Governmental Entities all authorizations, consents, notifications, certifications, registrations, declarations and filings that are necessary in order to consummate the transactions contemplated by this Agreement and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such mattersmatters and (ii) use their reasonable best efforts to obtain all required consents, approval or waivers from third parties (other than Governmental Entities), including under any Material Contract as may be necessary in order to consummated the transaction contemplate by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Medical Action Industries Inc), Agreement and Plan of Merger (Owens & Minor Inc/Va/)

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HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) to which Sections Section 5.4(b) and (c), and not this Section 5.4(a), shall apply, promptly following the execution of this Agreement, the parties shall proceed to prepare and file with the appropriate Governmental Entities all authorizations, consents, notifications, certifications, registrations, declarations and filings that are necessary in order to consummate the transactions contemplated by this Agreement and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Huntsman CORP)

HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) Laws, to which Sections 5.4(b) and (c5.4(c), and not this Section 5.4(a), shall apply, promptly following the execution of this Agreement, the parties shall proceed to prepare and file with the appropriate Governmental Entities all such authorizations, consents, notifications, certifications, registrations, declarations and filings that are necessary in order to consummate the transactions contemplated by this Agreement and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Haggar Corp)

HSR and Other Approvals. (a) Except for the filings and notifications made pursuant to the Premerger Notification Rules (as defined below) or other applicable Antitrust Laws (as defined below) Laws, to which Sections 5.4(b) and (c), and not this Section 5.4(a), shall apply, promptly following the execution of this Agreement, the parties shall proceed to prepare and file with the appropriate Governmental Entities all such authorizations, consents, notifications, certifications, registrations, declarations and filings that are necessary in order to consummate the transactions contemplated by this Agreement and shall diligently and expeditiously prosecute, and shall cooperate fully with each other in the prosecution of, such matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Spinnaker Exploration Co)

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