Common use of HSR Notification Clause in Contracts

HSR Notification. As soon as practicable, but not later than 20 days after the date of this Agreement, each party will complete and file, or cause to be completed and filed, any notification and report required to be filed under the HSR Act with respect to the transactions contemplated hereby. 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. The parties shall use commercially reasonable 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 shall use their respective commercially reasonable 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 anything to the contrary in this Agreement, if either party, in its reasonable business judgment, considers the imposition of a condition upon the transactions by a Governmental Authority to be materially adverse to such party, such party may terminate this Agreement. Each Transferee will pay the filing fees payable by such Transferee in connection with Transferee's filing under the HSR Act.

HSR Notification. As soon as practicable, but not later than 20 days practicable after the date execution of this Agreement, but in any event no later than 30 days after such execution, Charter and TCID will each party will complete and file, or cause to be completed and filedfiled at its own cost and expense, any notification and report required to be filed under the HSR Act with respect to the transactions contemplated hereby. Each by this Agreement and each such filing will request early termination 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 waiting period imposed by the HSR Act. The parties shall Parties will use their respective commercially reasonable 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 shall Parties will use their respective commercially reasonable 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 anything Each Party will cooperate to prevent inconsistencies between their respective filings and between their respective responses to all such inquiries and responses, and will furnish to each other such necessary information and reasonable assistance as the contrary in this Agreement, if either party, in its reasonable business judgment, considers the imposition of a condition upon the transactions by a Governmental Authority to be materially adverse to such party, such party other may terminate this Agreement. Each Transferee will pay the filing fees payable by such Transferee reasonably request in connection with Transferee's filing its preparation of necessary filings or submissions under the HSR Act.

HSR Notification. As soon as practicable, but not later than 20 30 ---------------- days after the date of this Agreement, each party will complete and file, or cause to be completed and filed, any notification and report required to be filed under the HSR Act with respect to the transactions contemplated hereby. 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. The parties shall use commercially reasonable 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 shall use their respective commercially reasonable 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 anything to the contrary in this Agreement, if either party, in its reasonable business judgment, considers the imposition of a condition upon the transactions by a Governmental Authority governmental agency to be materially adverse to such party, such party may terminate this Agreement. Each Transferee will pay the filing fees payable by such Transferee in connection with Transferee's filing under the HSR Act.

HSR Notification. As soon as practicable, practicable but not in any event no later than 20 60 days after the date of this Agreement, Century and TCI will each party will complete and file, or cause to be completed and filed, any notification and report required to be filed under the HSR Act with respect to the transactions contemplated hereby. Each and each such filing shall request early termination 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 waiting period imposed by the HSR Act. The parties shall use their commercially reasonable 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 shall use their respective commercially reasonable 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 anything the foregoing, no party shall be required to make any significant change in the contrary in this Agreementoperations or activities of the business (or any material assets employed therein) of such party or any of its Affiliates, if either party, a party determines in its reasonable business judgment, considers the imposition of a condition upon the transactions by a Governmental Authority to good faith that such change would be materially adverse to such party, the operations or activities of the business (or any material assets employed therein) of such party may terminate this Agreementor any of its Affiliates having significant assets, net worth or revenue. Each Transferee of the parties will pay coordinate with the filing fees payable by other with respect to its filings and will cooperate to prevent inconsistencies between their respective filings and will furnish to each other such Transferee necessary information and reasonable assistance as the other may reasonably request in connection with Transferee's filing its preparation of necessary filings or submissions under the HSR Act.