REGULATORY APPROVALS; COOPERATION Sample Clauses

REGULATORY APPROVALS; COOPERATION. (a) CAMCO shall use its best efforts to file within 45 days of the date hereof all REGULATORY APPLICATIONS required in order to consummate the MERGER. CAMCO shall keep WHFC reasonably informed as to the status of such applications and make available to WHFC copies of such applications as filed and any supplementary filed materials and all responses from the regulatory authorities. WHFC and the BANK shall have the right to review and approve in advance all characterizations of the information relating to WHFC or the BANK, as the case may be, which appear in any REGULATORY APPLICATION. In addition, CAMCO shall furnish to WHFC for review a copy of each REGULATORY APPLICATION prior to its filing.
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REGULATORY APPROVALS; COOPERATION. (a) First Federal shall use its best efforts to file within 30 days of the date hereof all Regulatory Applications required in order to consummate the Merger. First Federal shall keep Lincoln reasonably informed as to the status of the Regulatory Applications and make available to Lincoln copies of the Regulatory Applications as filed and any supplementary filed materials and all responses from the regulatory authorities;
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REGULATORY APPROVALS; COOPERATION. (a) CAMCO and FIRST FEDERAL shall use their best efforts to file within 60 days of the date hereof all REGULATORY APPLICATIONS required in order to consummate the COMPANY MERGER and the BANK MERGER. CAMCO shall keep GFBC reasonably informed as to the status of such applications and make available to GFBC copies of such applications as filed and any supplementary filed materials and all responses from the regulatory authorities.
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REGULATORY APPROVALS; COOPERATION. (a) Camco, Merger Sub and Advantage shall use their best efforts to file within 60 days of the date hereof all Regulatory Applications required in order to consummate the Merger. Camco shall keep CFKY reasonably informed as to the status of the Regulatory Applications and make available to CFKY copies of the Regulatory Applications as filed and any supplementary filed materials and all responses from the regulatory authorities.
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REGULATORY APPROVALS; COOPERATION. ONCOVIR will cooperate with the Company to assist the Company in obtaining regulatory approval for any clinical trials of each Combination Product and marketing approval for commercial sales of such Combination Product, including, without limitation, providing Company the right to cross reference the Drug Master File. ONCOVIR shall provide the Company, at the Company’s request, with its materials, documents and support to assist the Company in obtaining regulatory approval for any clinical trial related to a Combination Product. ONCOVIR will provide the Company cross-reference authorization to its Poly-ICLC DMF and IND FDA filings. ONCOVIR will also provide all safety documentation and selected Product manufacturing information, including all available Product stability data, directly to Company for its regulatory filings. The parties acknowledge that Product manufacturing process is not yet fully validated and the Product may not yet meet all FDA regulatory requirements for commercial sale in the United States or other countries of the Territory. However, ONCOVIR is currently planning a Product quality and regulatory strategy and other measures to supply the Product to the Company in compliance with applicable regulatory Requirements of the regulatory authorities of the United States and the European Union for conduct of phase III trials and for commercial sale, and as required by regulatory authorities for other countries in the Territory to be agreed by the Company and ONCOVIR. ONCOVIR shall keep GENOCEA apprised of the strategy. The Product shall have its manufacturing process validated to conduct phase III trials in the USA or Europe prior to Company being required to pay the milestone payment associated with such. Notwithstanding the above, certain of ONCOVIR’s manufacturing method details and batch records containing trade secrets and proprietary information shall not be released to the Company, its successors or assigns. However, ONCOVIR will provide information required for regulatory filings and will allow independent audit of its manufacturing facilities and all regulatory documentation, at the Company’s expense and subject to the manufacturer’s scheduling constraints. All such information shall be treated as ONCOVIR Confidential Information.
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REGULATORY APPROVALS; COOPERATION. (a) Subject to the terms and conditions set forth in this Agreement, the Company and Parent shall cooperate fully with each other and use (and shall cause their respective Subsidiaries to use) (provided that, with respect to the Company’s Subsidiaries that are not controlled by the Company (excluding, for the avoidance of doubt, GAC), the Company shall use reasonable best efforts to cause (including by exercising any rights under any applicable governing document) each such Subsidiary to use) their respective reasonable best efforts to execute and deliver such further documents, certificates, agreements and instruments and to take or cause to be taken such other actions, and do or cause to be done all things, necessary, proper or advisable on its part under this Agreement and applicable Laws to consummate and make effective the Merger and the other Contemplated Transactions and to carry out the intent and purposes of this Agreement as soon as practicable (and in any event prior to the Outside Date), including filing, as soon as practicable after the date of this Agreement, all notices, reports and other documents required to be filed by such party with any Governmental Body with respect to the Merger and the other Contemplated Transactions, and to respond promptly to any request for additional information by any such Governmental Body. Without limiting the generality of the foregoing, and subject to Section 5.5(e), the Company and Parent shall: (i) respond as promptly as practicable to any inquiries or requests received from the Federal Trade Commission, the Department of Justice, any state attorney general, foreign antitrust authority or other Governmental Body in connection with antitrust or related matters; (ii) subject to Section 5.5(e), use reasonable best efforts, including by committing to cause the existing “Special Security Agreement” to which Parent or its Subsidiaries is party to apply to the Acquired Companies or to enter into a new “Special Security Agreement” if required by DCSA in the form of a commitment letter reflecting acceptance by DCSA, to obtain the agreement by DCSA in the form of a commitment letter reflecting acceptance by DCSA of a plan to mitigate foreign ownership, control and influence over the Company resulting from the Merger (such agreement by DCSA, the “DCSA Commitment Letter”); (iii) as promptly as practicable after the date of this Agreement, prepare and provide to DCSA a draft commitment letter in respect of the DCSA Com...
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REGULATORY APPROVALS; COOPERATION. Subject to the terms and conditions of this Agreement and Applicable Law, upon receipt of a notice from a Shareholder of its intent to convert any Class B Common Stock owned by such Shareholder (which notice may be provided by a Shareholder up to 360 days before such Shareholder is reasonably expected to be able to exercise its right to convert such Class B Common Stock) each of ITC, ITC Investments and FortisUS shall make filings that are required and promptly provide and cause its Affiliates to provide such cooperation, assistance, information, and documentation as is reasonably necessary, proper or advisable to obtain all clearances, waivers, qualifications, consents, approvals or other authorizations of Governmental Entities that are required to effect such Optional Conversion, and all such items shall not be conditioned with any requirements that are material and adverse to ITC Investments and its Subsidiaries as a whole (“Required Conversion Approvals”). Each of ITC, ITC Investments and FortisUS agrees that for so long as the Class B Common Stock remains outstanding, it shall not, and shall not permit its Controlled Affiliates to, take any action that prohibits or delays, or could reasonably be expected to prohibit or delay, an Optional Conversion of a Shareholder’s Class B Common Stock or the receipt of the Required Conversion Approvals in connection therewith.
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Related to REGULATORY APPROVALS; COOPERATION

  • Regulatory Approvals All Requisite Regulatory Approvals shall have been obtained and shall remain in full force and effect and all statutory waiting periods in respect thereof shall have expired, and no such Requisite Regulatory Approval shall have resulted in the imposition of any Materially Burdensome Regulatory Condition.

  • Regulatory Approvals; Efforts (a) Prior to the Closing, Parent, Merger Sub and the Company shall use their respective reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under any applicable Laws to consummate and make effective the Merger including (i) the preparation and filing of all forms, registrations and notices required to be filed to consummate the Merger, (ii) the satisfaction of the conditions to consummating the Merger, (iii) taking all reasonable actions necessary to obtain (and cooperating with each other in obtaining) any consent, authorization, Order or approval of, or any exemption by, any third party, including any Governmental Entity (which actions shall include furnishing all information and documentary material required under the HSR Act) required to be obtained or made by Parent, Merger Sub, the Company or any of their respective Subsidiaries in connection with the Merger or the taking of any action contemplated by this Agreement, and (iv) the execution and delivery of any additional instruments necessary to consummate the Merger and to fully carry out the purposes of this Agreement. Additionally, each of Parent, Merger Sub and the Company shall use reasonable best efforts to fulfill all conditions precedent to the Merger and shall not take any action after the date of this Agreement that would reasonably be expected to materially delay the obtaining of, or result in not obtaining, any permission, approval or consent from any such Governmental Entity necessary to be obtained prior to Closing. To the extent that transfers of any permits issued by any Governmental Entity are required as a result of the execution of this Agreement or the consummation of the Merger, the parties hereto shall use reasonable best efforts to effect such transfers.

  • Regulatory Approvals and Related Matters (a) Each party shall use reasonable best efforts to file, as soon as practicable after the date of this Agreement, all notices, reports and other documents required to be filed by such party with any Governmental Body with respect to the Merger and the other Contemplated Transactions, and to submit promptly any additional information requested by any such Governmental Body. Without limiting the generality of the foregoing, the Company and Parent shall, promptly (and in any event within 10 days) after the date of this Agreement, prepare and file the notifications required under any Legal Requirement that is designed to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade (collectively, “Antitrust Laws”) in connection with the Merger. The Company and Parent each shall promptly (i) supply the other party with any information which may be required in order to effectuate notices, reports, documents or other filings with any Governmental Body required to be made pursuant to any Antitrust Laws (including the HSR Act) (the “Antitrust Filings”); and (ii) supply any additional information which reasonably may be required by any Governmental Body in connection with Antitrust Filings or which the parties may reasonably deem appropriate. Each of the Company and Parent will notify the other party promptly upon the receipt of (A) any comments from any Governmental Bodies in connection with any Antitrust Filings made pursuant hereto; and (B) any request by any Governmental Bodies for amendments or supplements to any Antitrust Filings made pursuant to, or information provided to comply in all material respects with, any Legal Requirements, including the requirements of the HSR Act. Whenever any event occurs that is required to be set forth in an amendment or supplement to any Antitrust Filings, the Company or Parent, as the case may be, will promptly inform the other party of such occurrence and cooperate in filing with the applicable Governmental Body such amendment or supplement. Each of the Company and Parent shall give the other party prompt notice of the commencement or known threat of commencement of any Legal Proceeding by or before any Governmental Body with respect to the Merger or any of the other Contemplated Transactions, keep the other party reasonably informed as to the status of any such Legal Proceeding or threat, and in connection with any such Legal Proceeding, each of the Company or Parent will permit authorized representatives of the other party to be present at each meeting or conference relating to any such Legal Proceeding and to have access to and be consulted in connection with any document, opinion or proposal made or submitted to any Governmental Body in connection with any such Proceeding.

  • Other Regulatory Approvals Each party hereto shall cooperate and use its reasonable best efforts to promptly prepare and file all necessary documentation to effect all necessary applications, notices, petitions, filings and other documents, and use all reasonable efforts to obtain (and will cooperate with each other in obtaining) any consent, acquiescence, authorization, order or approval of, or any exemption or nonopposition by, any Governmental Entity required to be obtained or made by Parent or the Company or any of their respective Subsidiaries in connection with the Offer and the Merger or the taking of any other action contemplated by this Agreement.

  • Regulatory Approval Any waiting period applicable to the Transactions under the HSR Act shall have been terminated or shall have expired.

  • Requisite Regulatory Approvals All Consents required to be obtained from or made with any Governmental Authority in order to consummate the transactions contemplated by this Agreement shall have been obtained or made.

  • Regulatory Filings and Approvals Copies of all necessary governmental and third party approvals, registrations, and filings in respect of the transactions contemplated by this Agreement;

  • Regulatory Approvals; No Defaults (a) No consents or approvals of, or waivers by, or filings or registrations with, any Governmental Authority are required to be made or obtained by HCBF or any of its Subsidiaries in connection with the execution, delivery or performance by HCBF of this Agreement or to consummate the transactions contemplated by this Agreement, except as may be required for (i) filings of applications and notices with, and receipt of consents, authorizations, approvals, exemptions or nonobjections from, the SEC, NASDAQ, state securities authorities, the Financial Industry Regulatory Authority, Inc., applicable securities, commodities and futures exchanges, and other industry self-regulatory organizations (each, an “SRO”), (ii) filings of applications or notices with, and consents, approvals or waivers by the FRB, the FDIC and applicable state banking agencies, the Office of the Comptroller of the Currency (the “OCC”), the Florida Office of Financial Regulation (the “FOFR”) and other banking, regulatory, self-regulatory or enforcement authorities or any courts, administrative agencies or commissions or other Governmental Authorities and approval of or non-objection to such applications, filings and notices (taken together with the items listed in clause (i), the “Regulatory Approvals”), (iii) the filing with the SEC of the Proxy Statement-Prospectus and the Registration Statement and declaration of effectiveness of the Registration Statement, (iv) the filing of the Articles of Merger and the filing of documents with the OCC, applicable Governmental Authorities, and the Secretary of State of the State of Florida to cause the Bank Merger to become effective and (v) such filings and approvals as are required to be made or obtained under the securities or “Blue Sky” laws of various states in connection with the issuance of the shares of CenterState Common Stock pursuant to this Agreement and approval of listing of such CenterState Common Stock on the NASDAQ. Subject to the receipt of the approvals referred to in the preceding sentence and the Requisite HCBF Shareholder Approval, the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby by HCBF do not and will not (1) constitute a breach or violation of, or a default under, the articles of incorporation, bylaws or similar governing documents of HCBF or any of its respective Subsidiaries, (2) violate any statute, code, ordinance, rule, regulation, judgment, order, writ, decree or injunction applicable to HCBF or any of its Subsidiaries, or any of their respective properties or assets, (3) conflict with, result in a breach or violation of any provision of, or the loss of any benefit under, or a default (or an event which, with or without notice or lapse of time, or both, would constitute a default) under, result in the creation of any Lien under, result in a right of termination or the acceleration of any right or obligation under any permit, license, credit agreement, indenture, loan, note, bond, mortgage, reciprocal easement agreement, lease, instrument, concession, contract, franchise, agreement or other instrument or obligation of HCBF or any of its Subsidiaries or to which HCBF or any of its Subsidiaries, or their respective properties or assets is subject or bound, or (4) require the consent or approval of any third party or Governmental Authority under any such Law, rule or regulation or any judgment, decree, order, permit, license, credit agreement, indenture, loan, note, bond, mortgage, reciprocal easement agreement, lease, instrument, concession, contract, franchise, agreement or other instrument or obligation.

  • Cooperation with Regulatory Authorities The parties to this Agreement each agree to cooperate in a reasonable manner with each other in the event that any of them should become involved in a legal, administrative, judicial or regulatory action, claim, or suit as a result of performing its obligations under this Agreement.

  • Governmental and Regulatory Approvals Other than the filing of the Articles of Merger provided for under Section 1.3, all consents, approvals and actions of, filings with and notices to any Governmental Entity required by the Company, Parent or any of their subsidiaries under applicable law or regulation to consummate the Merger and the transactions contemplated by this Agreement, the failure of which to be obtained or made would result in a material adverse effect on Parent’s ability to conduct the business of the Company in substantially the same manner as presently conducted, shall have been obtained or made (all such approvals and the expiration of all such waiting periods, the “Requisite Regulatory Approvals”).

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