Common use of HSR Filings Clause in Contracts

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.01, Purchaser will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller in connection with Seller's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 7 contracts

Sources: Asset Purchase Agreement (Pp&l Inc), Asset Purchase Agreement (Pp&l Resources Inc), Asset Purchase Agreement (Pp&l Resources Inc)

HSR Filings. In addition to and without limiting Purchasernot in limitation of Seller's covenants contained in Section 5.014.01, Purchaser Seller will (a) consult with Seller Purchaser as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with SellerPurchaser's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 7 contracts

Sources: Asset Purchase Agreement (Pp&l Inc), Asset Purchase Agreement (Pp&l Resources Inc), Asset Purchase Agreement (Pp&l Resources Inc)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.01SECTION 5.01 above, Purchaser will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR ActAct and in any event no later than seven (7) days following the date hereof, (b) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller the Company in connection with Sellerthe Company's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general. Purchaser shall pay the Filing Fee, if any, required under the HSR Act.

Appears in 4 contracts

Sources: Asset Purchase Agreement (Station Casinos Inc), Asset Purchase Agreement (Station Casinos Inc), Asset Purchase Agreement (Station Casinos Inc)

HSR Filings. In addition to and without limiting Purchasernot in limitation of Parent's and Seller's covenants contained in Section 5.01SECTION 4.01, Purchaser Parent and Seller will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with SellerPurchaser's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 3 contracts

Sources: Asset Purchase Agreement (Station Casinos Inc), Asset Purchase Agreement (Station Casinos Inc), Asset Purchase Agreement (Station Casinos Inc)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section SECTION 5.01, if required under applicable Law, Purchaser will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Sellers in connection with Seller's Sellers' filing under the HSR Act and in connection with resolving any investigation or other regulatory inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 2 contracts

Sources: Investment Agreement (PDT Inc /De/), Option to Purchase (PDT Inc /De/)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of such Seller’s covenants contained in Section 5.016.01, Purchaser such Seller will, and will cause the Company to, (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser such Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser such Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Purchaser in connection with Seller's Purchaser’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 2 contracts

Sources: Membership Interest Purchase Agreement (Red Rock Resorts, Inc.), Membership Interest Purchase Agreement (Station Casinos LLC)

HSR Filings. In addition to and without limiting Purchaser's ’s and the Purchaser LLC’s covenants contained in Section 5.016.01, each of Purchaser and the Purchaser LLC’s will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission FTC or the Antitrust Division of the Department of Justice DOJ pursuant to the HSR Act Act, and (c) cooperate with Seller the Company in connection with Seller's the Company’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission FTC or the Antitrust Division of the Department of Justice DOJ or state attorneys general.

Appears in 1 contract

Sources: Master Purchase and Sale Agreement (Prospect Capital Corp)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of the Company and the Members’ covenants contained in Section 5.017.1(a), Purchaser during the Pre-Closing Period, the Company and the Members will (ai) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser the Company and the Members or its their Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request for additional information received by Purchaser the Company and the Members or its their Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (ciii) cooperate with Seller Buyer in connection with Seller's Buyer’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or Commission, the Antitrust Division of the Department of Justice or any state attorneys attorney general.

Appears in 1 contract

Sources: Purchase Agreement (Jamdat Mobile Inc)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.01SECTION 5.01 above, Purchaser will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR ActAct and in any event no later than three (3) Business Days following the expiration of the Diligence Period, (b) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller the Company in connection with Sellerthe Company's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general. Purchaser shall pay the filing fee, if any, required under the HSR Act.

Appears in 1 contract

Sources: Asset Purchase Agreement (Station Casinos Inc)

HSR Filings. In addition to and without limiting Purchaser's ----------- covenants contained in Section 5.01, Purchaser will (ai) consult with Seller as to the appropriate timing of filings and take promptly all ------------ actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and Act, (ciii) cooperate with Seller in connection with Seller's filing under the HSR Act and in connection with resolving any investigation or other regulatory inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general, and (iv) pay any and all filing fees due and payable in connection therewith.

Appears in 1 contract

Sources: Asset Purchase Agreement (Santa Fe Gaming Corp)

HSR Filings. In addition to and without limiting Purchaser's the covenants contained in Section 5.016.4, Purchaser Buyer will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates Buyer under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates Buyer from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Stockholder in connection with SellerStockholder's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Stock Purchase Agreement (Marketing Services Group Inc)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of Seller’s covenants contained in Section 5.015.1, Purchaser Seller will (a) consult with Seller as to promptly as practicable after the appropriate timing of filings and date hereof take promptly all actions necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Buyer in connection with Seller's Buyer’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement hereby commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Stock Purchase Agreement (Alliance Gaming Corp)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.01, Purchaser will (ai) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (ciii) cooperate with Seller in connection with Seller's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Stock Purchase Agreement (Baldwin Piano & Organ Co /De/)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.01, Purchaser will (ai) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (ciii) cooperate with Seller in connection with Seller's filing under the HSR Act and in connection with resolving any investigation or other regulatory inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Stock Purchase Agreement (Metacreations Corp)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.01, Purchaser will (ai) consult with Seller as to the appropriate timing of filings and promptly take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (ciii) cooperate with Seller Parent in connection with SellerParent's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Recapitalization and Stock Purchase Agreement (E&s Holdings Corp)

HSR Filings. In addition to and without limiting Purchaser's Buyer’s covenants contained in Section 5.016.1, Purchaser Buyer will (a) consult with Seller as to promptly as practicable after the appropriate timing of filings and date hereof take promptly all actions necessary to make the filings required of Purchaser Buyer or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Buyer or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller the Company in connection with Seller's the Company’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement hereby commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Stock Purchase Agreement (Alliance Gaming Corp)

HSR Filings. In addition to and without limiting Purchaser's Sellers’ covenants contained in Section 5.015.1, Purchaser Sellers will (a) consult with Seller as to promptly as practicable after the appropriate timing of filings and date hereof (but in any event within ten (10) business days) take promptly all actions necessary to make the filings required of Purchaser Sellers or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Sellers or its respective Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Buyers in connection with Seller's Buyers’ filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement hereby commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Purchase Agreement (Isle of Capri Casinos Inc)

HSR Filings. In addition to and without limiting Purchaser's ’s covenants contained in Section 5.017.01, Purchaser will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (ciii) cooperate with Seller in connection with Seller's ’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Membership Interest Purchase and Sale Agreement (Kgen Power Corp)

HSR Filings. In addition to and without limiting Purchasernot in limitation of Seller's covenants contained in Section 5.015.1, Purchaser Seller will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions ----------- necessary to make the filings required of Purchaser Seller or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser Seller or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller Buyer in connection with SellerBuyer's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Asset Purchase Agreement (Adaptive Broadband Corp)

HSR Filings. In addition to and without limiting Purchaser's not in limitation of the Seller Parties’ covenants contained in Section 5.014.01 above, Purchaser the Seller Parties will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser it or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser it or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and Act, (c) cooperate with Seller Purchaser in connection with Seller's Purchaser’s filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys generalgeneral and (d) upon Purchaser’s request, request early termination of the waiting period with respect to the Sale under the HSR Act.

Appears in 1 contract

Sources: Stock Purchase Agreement (Florida Gaming Corp)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.01, Purchaser will (ai) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (ciii) reasonably cooperate with Seller Sellers in connection with Seller's Sellers' filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Asset Purchase Agreement (First Albany Companies Inc)

HSR Filings. In addition to and without limiting Purchaser's covenants contained in Section 5.016.01, Purchaser will (ai) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser or its Affiliates under the HSR Act, (bii) comply at the earliest practicable date with any request for additional information received by Purchaser or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (ciii) cooperate with Seller Parent and the Company in connection with SellerParent's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Stock Purchase Agreement (Triarc Companies Inc)

HSR Filings. In addition to and without limiting not in limitation of Purchaser's ’s covenants contained in Section 5.015.01 above, Purchaser will (a) consult with Seller as to the appropriate timing of filings and take promptly all actions necessary to make the filings required of Purchaser it or its Affiliates under the HSR Act, (b) comply at the earliest practicable date with any request for additional information received by Purchaser it or its Affiliates from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR Act and (c) cooperate with Seller in connection with Seller's filing under the HSR Act and in connection with resolving any investigation or other inquiry concerning the transactions contemplated by this Agreement commenced by either the Federal Trade Commission or the Antitrust Division of the Department of Justice or state attorneys general.

Appears in 1 contract

Sources: Asset Purchase Agreement (Florida Gaming Corp)