HSR Compliance Sample Clauses
The HSR Compliance clause requires the parties to adhere to the requirements of the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) in connection with their transaction. This typically involves submitting pre-merger notification filings to the Federal Trade Commission and the Department of Justice, and waiting for the mandatory review period to expire or be terminated before closing the deal. By including this clause, the agreement ensures that the transaction will not proceed in violation of antitrust laws, thereby reducing the risk of regulatory penalties or forced unwinding of the transaction.
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HSR Compliance. (i) Each Purchaser is its own “ultimate parent entity” as defined in the H▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended or the rules and regulations promulgated thereto (together, the “HSR Act”).
(ii) Each Investor will hold less than $50,000,000 in voting securities of the Company following execution of this Agreement, as valued under the HSR Act.
HSR Compliance. The Company and each of the Investors shall at all times use commercially reasonable efforts to comply with the provisions of the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended.
HSR Compliance. All waiting periods applicable to the purchase of the Shares, the Parent Warrants, the Replacement Warrants, the Subsidiary Stock Purchase Rights, the IPO Valuation Warrants, the Subsidiary Warrants (to the extent such waiting periods are required to have expired prior to the Closing) and the Conversion Shares under the HSR Act shall have been terminated or expired.
HSR Compliance. All applicable waiting periods under the HSR Act will have expired or early termination will have been granted by both the Federal Trade Commission and the United States Department of Justice.
HSR Compliance. The applicable waiting period under the HSR Act shall have expired or been terminated.
HSR Compliance. Any waiting period applicable to the purchase of the Shares under the HSR Act shall have terminated or expired.
HSR Compliance. Any waiting period (or extension thereof) applicable to the consummation of the Merger under the HSR Act shall have expired or been terminated and all regulatory clearances in any relevant jurisdiction shall have been obtained in respect of the Merger and the other transactions contemplated hereby.
HSR Compliance. Exercise or conversion of this Warrant is subject to compliance by the Holder with all applicable filing requirements, and expiration of all applicable waiting periods, under the Hart-▇▇▇▇▇-▇▇▇▇▇▇ ▇▇▇itrust Improvements Act of 1976, as amended (the "HSR ACT"). The Company will cooperate with the Holder in making all applicable filings under the HSR Act, provided, however, that the Holder shall pay all applicable filing fees.
HSR Compliance. Each Party agrees that from the date of this Agreement until and through the Closing, it shall not, and shall cause its Affiliates, directors, officers, agents, representatives, and employees not to, make any communications, take any action, or engage in any conduct which may be deemed, or which may reasonably be expected to be, inconsistent with, or in violation of, the requirements of the H▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976 (the “HSR Act”) or any other applicable antitrust laws and regulations. Without limiting the foregoing and except as required by or consistent with applicable Law and as specifically permitted under the Agreement, the Parties acknowledge and agree that no Party shall direct, influence, or control, or attempt to direct, influence, or control, the operations, business, policies, decision-making, or management of the other Party. The Company shall be solely responsible for, and shall pay directly, all filing fees required in connection with any filing under the HSR Act.
HSR Compliance. The Company shall have received confirmation from its professional advisors that no additional filing or submission is required under the HSR Act in connection with the consummation of the transactions contemplated by this Agreement, and that the consummation of the Merger will comply with all the laws and regulations related thereto.