Xxxx-Xxxxx-Xxxxxx Filings. VERITAS, STI, and Newco will, and VERITAS ------------------------- shall use its reasonable best efforts to cause Warburg, Xxxxxxxx Xxxxxx and Xxxx Xxxxxx to, as promptly as practicable prepare and file the applicable notices and forms (if any) required to be filed by them under the HSR Act or comparable laws of non-U.S. governmental entities, and comply promptly with any appropriate requests from the Federal Trade Commission, the United States Department of Justice or any other Governmental Antitrust Authority for additional information and documentary material. The parties hereto will not take any action that will have the effect of delaying, impairing or impeding the termination of any waiting period or the receipt of any required approvals of a Government Antitrust Authority. Without limiting the generality of the parties' undertakings pursuant to this Section 1.11, the parties shall use their reasonable best efforts to prevent the entry in a judicial or administrative proceeding brought under any antitrust law by any Governmental Antitrust Authority or any other party of any permanent or preliminary injunction or other order that would make consummation of the Seagate Transaction or the Merger in accordance with the terms of this Agreement unlawful under appropriate anti- trust laws or that would prevent or delay such consummation as a consequence of such laws. Each party hereto shall promptly inform the other of any material communication between such party and the Federal Trade Commission, the Department of Justice or any other Governmental Antitrust Authority regarding any of the transactions contemplated hereby. If any party or any Affiliate of such party receives a request for additional information or for documents or any material from any such Governmental Antitrust Authority with respect to the transactions contemplated hereby, then such party shall endeavor in good faith to make or cause to be made, as soon as reasonably practicable and after consultation with the other parties, an appropriate response in compliance with such request. Further, no written materials shall be submitted by any party to the Federal Trade Commission, the Department of Justice or any other Governmental Antitrust Authority in connection with HSR Act compliance or the merger control regulations of any other state or country, nor shall any oral communications be initiated with such governmental entities by any party, without prior disclosure to and coordination with t...
Xxxx-Xxxxx-Xxxxxx Filings. The Company will make any filings required to be made by the Company under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, following receipt of notice from the Purchaser that it intends to convert its Preferred Stock and advice from counsel that such filing is required. The Company shall notify the Purchaser at least 60 days in advance of when the Company plans to complete a Qualified Public Offering so that the Purchaser shall have adequate time for it to determine whether filings are required under such Act and for the Purchaser and the Company to make any required filings so that the mandatory waiting period under that Act has expired or been terminated prior to the mandatory conversion of the Purchaser's Preferred Stock.
Xxxx-Xxxxx-Xxxxxx Filings. Buyer shall cooperate with Seller and ------------------------- Stockholders in connection with all required HSR Filings and shall furnish all follow-up information required in connection therewith. Buyer shall have the primary responsibility with respect to the preparation and filing of the HSR Filings.
Xxxx-Xxxxx-Xxxxxx Filings. All filings required to be made and notices required to be given pursuant to the HSR Act shall have been made, all approvals or consents required thereby shall have been obtained and the waiting periods required thereby, if any, shall have expired or terminated.
Xxxx-Xxxxx-Xxxxxx Filings. Buyer shall cooperate with Seller in connection with all required filings under Section 7A of the Xxxxxxx Act “Xxxx-Xxxxx-Xxxxxx” and shall furnish all information required in connection therewith.
Xxxx-Xxxxx-Xxxxxx Filings. As promptly as practicable, but in no event later than ten (10) business days after the date of this Agreement, the parties hereto shall make or cause to be made any and all filings which are required under HSRA by any such parties with respect to the transactions contemplated by this Agreement and the filing fees for which shall be borne one-half by Buyer and one-half by Sellers. Each of the Sellers and Buyer warrants that all such filings by it will be, as of the date filed, true and accurate in all material respects and in accordance with the requirements of the HSRA and any related rules and regulations. Each of the parties shall, in order to obtain all requisite approvals and authorizations for the transactions contemplated by this Agreement under the HSRA and any other applicable regulatory Law, use its best efforts to (a) cooperate in all respects with the other party in connection with any filing or submission and in connection with any request by the FTC, the DOJ, or any other Governmental Authority for additional information and documents or any investigation or other inquiry, including any proceeding initiated by a private party; (b) promptly inform the other party of any material communication received by such party from, or given by such party to, the FTC, the DOJ or any other Governmental Authority and of any material communication received or given in connection with any proceeding by a private party, in each case regarding any of the transactions contemplated hereby; (c) permit the other party to review in advance to the extent permissible under applicable law any material written communication given by it to, and consult with each other in advance of any meeting or conference with, the FTC, the DOJ or any other Governmental Authority or, in connection with any proceeding by a private party, with any other person, and to the extent permitted by the FTC, the DOJ or any other applicable Governmental Authority or other person, give the other party the opportunity to attend and participate in such meetings and conferences; and (d) promptly take reasonable actions to respond to inquiries from the FTC, the DOJ or any other Governmental Authority regarding the legality under any antitrust law of the transactions contemplated herein. The parties hereto shall use commercially reasonable efforts to resolve any objections as may be asserted with respect to the transactions contemplated by this Agreement under any antitrust, competition or trade regula...
Xxxx-Xxxxx-Xxxxxx Filings. The parties to this ------------------------- Agreement acknowledge that in connection with the future exercise by CTI, if applicable, of its rights pursuant to Article II, the parties may be required to file Notification Forms or otherwise comply with the provisions of the HSR Act. Each party agrees that in connection with any such exercise by CTI it will act in good faith to analyze and evaluate its resulting obligations under the HSR Act. In the event either party reasonably determines that its required to make any filing under the HSR Act in connection with such exercise, it will so notify the other party, and the other party will reasonably cooperate with the filing party, and each party will expeditiously comply with its filing requirements. Notwithstanding any other provision of this Agreement, the time periods during which CTI is entitled to exercise its rights pursuant to Article II shall be tolled for the duration of any application HSR Act waiting period (and any related investigative period imposed by the FTC with respect to any such filing).
Xxxx-Xxxxx-Xxxxxx Filings. PURCHASER shall (i) ---------------------------------------- promptly make the filings required of it under the HSR ACT, (ii) comply at the earliest practicable date with any request for additional information received by it from the Federal Trade Commission or the Antitrust Division of the Department of Justice pursuant to the HSR ACT, (iii) use all reasonable efforts to assist each of ANTHEM and SELLER in making filings required of it under the HSR ACT, (iv) pay the filing fees required to be paid in connection with such filings under the HSR ACT, and (v) request early termination of the applicable waiting period under the HSR ACT.
Xxxx-Xxxxx-Xxxxxx Filings. The parties will prepare and make appropriate filings under Title II of the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules promulgated thereunder (16 C.F.R. 801.1 et seq.) ("the Act") as soon as reasonably practicable. The parties agree to cooperate in the antitrust clearance process and to furnish promptly to the Federal Trade Commission and the Antitrust Division of the Department of Justice any additional information reasonably requested by them in connection with such filings. This Agreement shall bind the parties upon execution, but the other provisions of this Agreement shall not become effective until the earlier of (a) the waiting period provided by the Act shall have terminated or shall have expired without any action by any government agency or challenge to the termination, or (b) a determination has been made by WLV that a filing under the Act is not necessary. In the event the expiration of the waiting period does not occur within four (4) months after the Effective Date, the parties shall revert to their status prior to signing this Agreement.
Xxxx-Xxxxx-Xxxxxx Filings. CHSC and Farmland shall prepare and file with the Antitrust Division of the U.S. Justice Department (the "Antitrust Division") and the Federal Trade Commission (the "FTC"), all reports required to be filed in connection with the Transaction pursuant to the HSR Act. Each of CHSC and Farmland shall cooperate fully with each other in preparation of such reports. If either the Antitrust Division or the FTC requests that additional information be filed pursuant to the HSR Act, CHSC and HSR shall prepare and file such additional information as soon as practicable after the request, and shall cooperate fully with each other in preparation of such additional information. With respect to preparation or filing of any of the reports or additional information described in this Section 4.09, each party shall bear its own costs.
