Common use of HSR Notification Clause in Contracts

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will request early termination of the waiting period imposed by the HSR Act. The parties will use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or Seller, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party may terminate this Agreement by giving written notice to the other. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-Hart-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust ▇▇▇itrust Improvements Act of 1976, as amended (the "HSR Act"), with respect to the transactions contemplated by this Agreement; and each such filing will request early termination of the waiting period imposed by the HSR Act. The parties will use their commercially reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. Each party will cooperate to prevent inconsistencies between their respective filings and between their respective responses to all such inquiries and requests, and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. The parties will use their respective commercially reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, neither Buyer nor Seller will not be required to make any significant change in the operations or activities of the their respective business (or any material assets employed therein) or that of Buyer or any of its their respective Affiliates, if Buyer such party determines in good faith that such change would be materially adverse to the operations or activities of the such business (or any material assets employed therein) of Buyer or any of its Affiliates having ), provided such business has significant assets, net worth, or revenue. Notwithstanding anything to Each party will pay its own filing fees under the contrary in this Agreement, if Buyer or Seller, in its sole opinion, considers a request from a governmental agency for additional data and information HSR Act in connection with the HSR Act to be unduly burdensome, such party may terminate transactions contemplated by this Agreement by giving written notice to the other. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR ActAgreement.

HSR Notification. As soon as practicable after the execution of ---------------- this ---------------- Agreement, but in any event no later than 30 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-- ▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will request early termination of the waiting period imposed by the HSR Act. The parties will use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or Seller, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party may terminate this Agreement by giving written notice to the other. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As soon as practicable after the ---------------- execution of this ---------------- Agreement, but in any event no later than 30 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will request early termination of the waiting period imposed by the HSR Act. The parties will use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or Seller, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party may terminate this Agreement by giving written notice to the other. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As To the extent applicable, as soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 45 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will shall use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will Seller and Buyer shall use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will shall not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or SellerBuyer, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party Buyer may terminate this Agreement by giving written notice to the otherAgreement. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later ---------------- than 30 60 days after such executionthe date of this Agreement, Seller Insight and Buyer AT&T will each complete and file, or cause to be completed and filedfiled by such party's ultimate parent, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements HSR Act of 1976, as amended (the "HSR Act"); and each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will Insight and AT&T shall use their commercially reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will Insight and AT&T shall use their respective commercially reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not neither Insight nor AT&T shall be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates, if Buyer a party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates having significant assets, net worth, worth or revenue. Each of Insight and AT&T will coordinate with the other party with respect to its filings and will cooperate to prevent inconsistencies between their respective filings and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding anything to the contrary in this Agreement, Agreement if Buyer either Insight or Seller, AT&T determines in its sole opinion, considers reasonable business judgment that a request from a governmental agency for additional data and information in connection with the HSR Act to be is unduly burdensome, such party it may terminate this Agreement by giving written notice to notifying the other. Within 10 other party within 30 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of following the filing fees payable by Buyer in connection with Buyer's filing under the HSR Actunduly burdensome request.

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 40 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-Hart-▇▇▇▇▇-- ▇▇di▇▇ ▇▇▇▇▇▇ Antitrust itrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will shall use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will shall use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will shall not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or SellerBuyer, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party Buyer may terminate this Agreement by giving written notice to the otherAgreement. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later ---------------- than 30 60 days after such executionthe date of this Agreement, Seller Insight and Buyer AT&T Illinois will each complete and file, or cause to be completed and filedfiled by such party's ultimate parent, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements HSR Act of 1976, as amended (the "HSR Act"); and each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will shall use their commercially reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will shall use their respective commercially reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not no party shall be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates, if Buyer a party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates having significant assets, net worth, worth or revenue. Each of the parties will coordinate with the other party with respect to its filings and will cooperate to prevent inconsistencies between their respective filings and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding anything to the contrary in this Agreement, Agreement if Buyer or Seller, either party determines in its sole opinion, considers reasonable business judgment that a request from a governmental agency for additional data and information in connection with the HSR Act to be is unduly burdensome, such either party may terminate this Agreement by giving written notice to notifying the other. Within 10 other party within 30 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of following the filing fees payable by Buyer in connection with Buyer's filing under the HSR Actunduly burdensome request.

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later ---------------- than 30 60 days after such executionthe date of this Agreement, Seller Insight and Buyer AT&T will each complete and file, or cause to be completed and filedfiled by such party's ultimate parent, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements HSR Act of 1976, as amended (the "HSR Act"); and each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will shall use their commercially reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will shall use their respective commercially reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not no party shall be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates, if Buyer a party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates having significant assets, net worth, worth or revenue. Each of the parties will coordinate with the other party with respect to its filings and will cooperate to prevent inconsistencies between their respective filings and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding anything to the contrary in this Agreement, Agreement if Buyer or Seller, either party determines in its sole opinion, considers reasonable business judgment that a request from a governmental agency for additional data and information in connection with the HSR Act to be is unduly burdensome, such either party may terminate this Agreement by giving written notice to notifying the other. Within 10 other party within 30 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of following the filing fees payable by Buyer in connection with Buyer's filing under the HSR Actunduly burdensome request.

HSR Notification. As If applicable, as soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇Hart-▇▇▇▇▇Scott-▇▇▇▇▇▇ Rodino Antitrust Improvements Act of 1976, as amended (the th▇ "HSR Act▇▇▇ ▇▇▇"); and ▇▇▇ each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will shall use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will shall use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will shall not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or SellerBuyer, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party Buyer may terminate this Agreement by giving written notice to the otherAgreement. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As If applicable, as soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 45 days after such execution, Seller Company and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇Hart-▇▇▇▇▇Scott-▇▇▇▇▇▇ Rodino Antitrust Improvements Act of 1976, as amended (the t▇▇ "HSR Act▇▇▇ ▇▇▇"); and ▇nd each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will shall use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will Company and Buyer shall use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will shall not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or SellerBuyer, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party Buyer may terminate this Agreement by giving written notice to the otherAgreement. Within 10 days after receipt of a statement therefor, Seller Company will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 60 days after such executionthe date of this Agreement, Seller Insight and Buyer AT&T Broadband will each complete and file, or cause to be completed and filedfiled by such party’s ultimate parent, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements HSR Act of 1976, as amended (the "HSR Act"); and each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will shall use their commercially reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "“FTC"”) and the Antitrust Division of the Department of Justice (the "“Antitrust Division"”) for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will shall use their respective commercially reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not no party shall be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates, if Buyer a party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates having significant assets, net worth, worth or revenue. Each of the parties will coordinate with the other party with respect to its filings and will cooperate to prevent inconsistencies between their respective filings and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding anything to the contrary in this Agreement, Agreement if Buyer or Seller, either party determines in its sole opinion, considers reasonable business judgment that a request from a governmental agency for additional data and information in connection with the HSR Act to be is unduly burdensome, such either party may terminate this Agreement by giving written notice to notifying the other. Within 10 other party within 30 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of following the filing fees payable by Buyer in connection with Buyer's filing under the HSR Actunduly burdensome request.

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 60 days after such executionthe date of this Agreement, Seller Insight and Buyer TCI will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements HSR Act of 1976, as amended (the "HSR Act"); and each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will Insight and TCI shall use their commercially reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will Insight and TCI shall use their respective commercially reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not neither Insight nor TCI shall be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates, if Buyer a party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates having significant assets, net worth, worth or revenue. Each of Insight and TCI will coordinate with the other party with respect to its filings and will cooperate to prevent inconsistencies between their respective filings and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding anything to the contrary in this Agreement, Agreement if Buyer either Insight or Seller, TCI determines in its sole opinion, considers reasonable business judgment that a request from a governmental agency for additional data and information in connection with the HSR Act to be is unduly burdensome, such party it may terminate this Agreement by giving written notice to notifying the other. Within 10 other party within 30 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of following the filing fees payable by Buyer in connection with Buyer's filing under the HSR Actunduly burdensome request.

HSR Notification. As soon as practicable after the execution of ---------------- this ---------------- Agreement, but in any event no later than 30 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will request early termination of the waiting period imposed by the HSR Act. The parties will use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or Seller, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party may terminate this Agreement by giving written notice to the other. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As soon as practicable after the execution of this ---------------- Agreement, but in any event no later than 30 45 days after such execution, Seller Companies and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will shall request early termination of the waiting period imposed by the HSR Act. The parties will shall use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will Company and Buyer shall use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will shall not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or SellerBuyer, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party Buyer may terminate this Agreement by giving written notice to the otherAgreement. Within 10 days after receipt of a statement therefor, Seller Company will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As soon as practicable after the execution of this ---------------- ----------------- Agreement, but in any event no later than 30 days after such execution, Seller and Buyer will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended (the "HSR Act"); and each such filing will request early termination of the waiting period imposed by the HSR Act. The parties will use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Notwithstanding the foregoing, Buyer will not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates, if Buyer determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer or any of its Affiliates having significant assets, net worth, or revenue. Notwithstanding anything to the contrary in this Agreement, if Buyer or Seller, in its sole opinion, considers a request from a governmental agency for additional data and information in connection with the HSR Act to be unduly burdensome, such party may terminate this Agreement by giving written notice to the other. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Act.

HSR Notification. As soon as practicable after the ---------------- execution of this ---------------- Agreement, but in any event no later than 30 days after such execution, Seller ▇▇▇▇▇ and Buyer TCI will each complete and file, or cause to be completed and filed, any notification and report required to be filed under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements HSR Act of 1976, as amended (the "HSR Act"); and each such filing will request early termination of the waiting period imposed by the HSR Act. The parties will use their reasonable best efforts to respond as promptly as reasonably practicable to any inquiries received from the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division") for additional information or documentation and to respond as promptly as reasonably practicable to all inquiries and requests received from any other Governmental Authority in connection with antitrust matters. The parties will use their respective reasonable best efforts to overcome any objections which may be raised by the FTC, the Antitrust Division or any other Governmental Authority having jurisdiction over antitrust matters. Each of the parties will cooperate to prevent inconsistencies between their respective filings and will furnish to each other such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of necessary filings or submissions under the HSR Act. Notwithstanding the foregoing, Buyer no party will not be required to make any significant change in the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates, if Buyer a party determines in good faith that such change would be materially adverse to the operations or activities of the business (or any material assets employed therein) of Buyer such party or any of its Affiliates having significant assets, net worth, worth or revenue. Notwithstanding anything to the contrary in this Agreement, Agreement if Buyer or Seller, either party determines in its sole opinion, considers reasonable business judgment that a request from a governmental agency for additional data and information in connection with the HSR Act to be is unduly burdensome, such party may terminate this Agreement by giving written notice to notifying the other. Within 10 days after receipt of a statement therefor, Seller will reimburse Buyer for one-half of the filing fees payable by Buyer in connection with Buyer's filing under the HSR Actother party.