Common use of Regulatory Act Compliance Clause in Contracts

Regulatory Act Compliance. The Buyer and the Company shall each file or cause to be filed, as promptly as practicable after the date of this Agreement, any notifications or the like required to be filed under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the “HSR Act”) and other anti-competition laws with respect to the transactions contemplated hereby and the Buyer shall pay all filing and similar fees payable in connection therewith. With respect to filings under the HSR Act, each of the parties hereto shall seek early termination of the waiting period under the HSR Act. The Buyer and the Company shall use their respective best efforts to respond to any requests for additional information made by any agencies and to cause the waiting periods or other requirements under the HSR Act to terminate or expire at the earliest possible date and (subject to the Party’s rights under Section 8A above) to resist in good faith, at each of their respective cost and expense (including the institution or defense of legal proceedings), any assertion that the transactions contemplated hereby constitute a violation of the antitrust laws, all to the end of expediting consummation of the transactions contemplated hereby. Each of the Buyer and the Company shall consult with the other prior to any meetings, by telephone or in person, with the staff of the Federal Trade Commission, the United States Department of Justice or any other regulatory agency, and each of the Buyer and the Company shall have the right to have a representative present at any such meeting. Notwithstanding the foregoing, no party shall be required to divest, or offer or agree to divest, any assets or properties (including any assets or properties of the Company or any of its Subsidiaries).

Regulatory Act Compliance. The Buyer Purchaser and the Company Sellers shall each file or cause to be filed, as promptly as practicable (but in any event within five business days) after the date of this Agreement, any notifications or the like required to be filed under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the “"HSR Act”ACT") and other anti-competition laws with respect to the transactions contemplated hereby and the Buyer Purchaser, on the one hand, and the Sellers, on the other hand, shall each pay 50% of all filing and similar fees payable in connection therewith. With respect to filings under the HSR Act, each of the parties hereto shall seek early termination of the waiting period under the HSR Act. The Buyer Purchaser and the Company Sellers shall use their respective reasonable best efforts to respond to any requests for additional information made by any agencies and to cause the waiting periods or other requirements under the HSR Act to terminate or expire at the earliest possible date and (subject to the Party’s rights under Section 8A above) to resist in good faith, at each of their respective cost and expense (including the institution or defense of legal proceedings), any assertion that the transactions contemplated hereby constitute a violation of the antitrust laws, all to the end of expediting consummation of the transactions contemplated hereby. Each of the Buyer Purchaser and the Company Sellers shall consult with the other prior to any meetings, by telephone or in person, with the staff of the Federal Trade Commission, the United States Department of Justice or any other regulatory agency, and each of the Buyer Purchaser and the Company Sellers shall have the right to have a representative present at any such meeting. Notwithstanding the foregoing, no party shall be required to divest, or offer or agree to divest, any assets or properties (including any assets or properties of the Company or any of its Subsidiaries).

Regulatory Act Compliance. The Buyer and the Company shall each file or cause to be filed, as promptly as practicable not later than the second business day after the date receipt of this AgreementBuyer Shareholder Approval, any notifications or the like required to be filed under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements HSR Act of 1976, as amended (the “HSR Act”) and other anti-competition laws with respect to the transactions contemplated hereby and the Buyer shall pay all filing and similar fees payable in connection therewithhereby. With respect to filings under the HSR ActXXX Xxx, each of the parties hereto shall seek early termination of the waiting period under the HSR Act. The Buyer and the Company shall use their respective best efforts to respond to any requests for additional information made by any agencies and to cause the waiting periods or other requirements under the HSR Act and all other applicable anti-competition laws to terminate or expire at the earliest possible date and (subject to the PartyCompany’s rights under Section 8A 9A above) to resist in good faith, at each of their respective cost and expense (including the institution or defense of legal proceedings), any assertion that the transactions contemplated hereby constitute a violation of the antitrust laws, all to the end of expediting consummation of the transactions contemplated hereby. Each of the Buyer and the Company shall consult with the other prior to any meetings, by telephone or in person, with the staff of the Federal Trade Commission, the United States Department of Justice or any other regulatory agency, and each of the Buyer and the Company shall have the right to have a representative present at any such meeting. Notwithstanding the foregoing, no Each party shall be promptly notify the other parties hereto after becoming aware that any foreign antitrust or similar approval is required to divest, or offer or agree to divest, any assets or properties (including any assets or properties for consummation of the Company or any of its Subsidiaries)transactions contemplated hereby.

Regulatory Act Compliance. The If required, Buyer and the Company Seller shall each file or cause to be filed, as promptly as practicable (but in any event on or prior to June 29, 2007) after the date of this Agreement, any notifications or the like required to be filed under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements HSR Act of 1976, as amended (the “HSR Act”) and other anti-competition laws with respect to the transactions contemplated hereby and the Buyer shall pay all filing and similar fees payable in connection therewithhereby. With respect to any required filings under the HSR Act, each of the parties hereto Buyer and Seller shall seek early termination of the waiting period under the HSR Act. The Buyer and the Company Seller shall use their respective best commercially reasonable efforts to respond to any requests for additional information made by any agencies and to cause the waiting periods or other requirements under the HSR Act and all other applicable anti-competition laws to terminate or expire at the earliest possible date and (subject to the PartySeller’s rights under Section 8A 6A above) to resist in good faith, at each of their respective cost and expense (including the institution or defense of legal proceedings), any assertion that the transactions contemplated hereby constitute a violation of the antitrust laws, all to the end of expediting consummation of the transactions contemplated hereby. Each of the Buyer and the Company Seller shall consult with the other prior to any meetings, by telephone or in person, with the staff of the Federal Trade Commission, the United States Department of Justice or any other regulatory agency, and each of the Buyer and the Company shall have the right to have a representative present at any such meeting. Notwithstanding Buyer, on the foregoingone hand, no party and Seller, on the other hand, shall bear the costs and expenses of their respective filings; provided, however, that, upon the occurrence of the Closing, 50% of the aggregate filing fees of such filings of Buyer and Seller shall be required to divest, or offer or agree to divest, any assets or properties (including any assets or properties paid by Seller and the remaining 50% of the Company or any of its Subsidiaries)such filing fees shall be paid by Buyer.