Interim Commitments; Regulatory Process Clause Samples

Interim Commitments; Regulatory Process. 1.3.1 The Parties reaffirm their commitments under that certain Agreement Regarding Combination Issues, dated January 10, 2025, by and among the Parties (the “Preliminary Agreement”), and agree that such commitments and obligations will continue to apply during the period of time from the Execution Date through the earlier to occur of the Effective Date or the termination of this Agreement. 1.3.2 The Parties shall use reasonable efforts and act in good faith to obtain all necessary regulatory, corporate and other approvals and to take all such other actions as may be necessary or appropriate to effectuate the Disaffiliation as described in this Agreement, including such actions as may be reasonably necessary or appropriate to cause the conditions to the Closing in Section 2 to be satisfied. The Parties shall cause to be filed with the Director of Charitable Trusts of the New Hampshire Department of Justice (the “CTU”) a notice of the proposed transaction pursuant to RSA 7:19-b, III (the “CTU Notice of Disaffiliation”). The Parties agree to provide whatever information is requested by the CTU in order to enable the CTU to complete the review set forth in RSA 7:19-b, IV. 1.3.3 All legal, accounting and other expenses in connection with the Disaffiliation shall be the responsibility of the Party incurring such expense, except as otherwise set forth in Section 5.3 below. Without limitation, the filing fee and any expert consultant fees associated with the CTU Notice of Disaffiliation and the CTU’s review of the Disaffiliation, and any other filings required by federal or state agencies, will be allocated and shared by the Hospital Systems as set forth on Section 5.3. 1.3.4 During the period between the Execution Date and the Effective Date, if SH proposes to enter into any contract or agreement with an aggregate value in excess of $25,000, whether on behalf of SH or for an SNHHS or EHS campus, that is not already included in the then-current approved expense budget, such expense shall require the prior approval of all Parties hereto, subject to the following: (i) nothing in this Section 1.3.4 shall affect the rights of any Party with respect to the capital budgets and expenditures as set forth in the Parties’ respective Bylaws, and (ii) nothing herein shall limit, and no approval shall be required, in connection with any Party independently engaging legal counsel.