Competition Clearance definition

Competition Clearance means Consents granted by any Governmental Entity, or expiration or earlier termination granted by the relevant Governmental Entity of the waiting period, with respect to the Transaction pursuant to applicable Antitrust Laws as set forth in Schedule 3.5 of the Disclosure Schedules.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedBook a Demo

Competition Clearance means approvals and consents granted by the Ministry of Commerce of the PRC pursuant to the Anti-Monopoly Law, with respect to the transactions contemplated by this Agreement and the other Transaction Documents.

Competition Clearance has the meaning given to such term in Clause 5.3.3(a).

Examples of Competition Clearance in a sentence

• Section 2.01 L/Cs, Competition Clearance, Spin-off; Share Transfer; Newco Governance.

• Purchaser shall, as soon as reasonably practicable and no later than thirty (30) Business Days after the date hereof apply for the Competition Clearance as long as each of the Company and Sellers provides to Purchaser all information with respect to each of them as is reasonably required to complete the application within ten (10) Business Days after the date hereof.

• If exclusive administrative relief of a judicial or quasi-judicial nature is provided for by the statutes of the State of Ohio, or of the United States, for review or redress of specific matters, such matters may not be subject to this Grievance Procedure, or be processed hereunder.

• Except for the Competition Clearance, no Consents of or by, or filing with, any other Person is required to be made or obtained by any of the Purchasers in connection with the delivery, execution or performance of this Agreement or the Ancillary Agreements.

• If Pfizer determines that Competition Clearance is required for Pfizer to obtain the rights contemplated by the Pfizer Territory Option, then Pfizer shall promptly notify Myovant thereof at least [***] days prior to its delivery of the Option Exercise Notice to Myovant.

• In the event the Relevant Authority impose any such Competition Clearance Conditions, then provided that the Purchaser acting reasonably considers such Competition Clearance Conditions to be reasonable then the Purchaser shall accept and comply fully with such Competition Clearance Conditions.

• Each Credit Party shall have obtained all Governmental Authorizations (including the Competition Clearance) and all Authorizations of all other Persons, in each case that are necessary or required in connection with the transactions contemplated by the Credit Documents and the Acquisition as specified in the Acquisition Documents, and each of the foregoing shall be in full force and effect and in form and substance reasonably satisfactory to the Initial Mandated Lead Arrangers.

• BidCo shall have the primary responsibility for liaising with the Antitrust Authorities in relation to the Merger, and with the assistance of its advisors, will make all necessary filings to obtain the Competition Clearance as soon as permitted and practicably feasible under the relevant competition laws and shall use its reasonable best efforts to obtain the approvals of the relevant Antitrust Authorities.

More Definitions of Competition Clearance

Competition Clearance has the meaning given to it in the Share Purchase Agreement.

Competition Clearance means Phase I Competition Clearance or Phase II Competition Clearance, as the case may be. Confidentiality Agreement has the meaning given to it Recital (D).

Competition Clearance means the required competition clearances from the Competition Authorities in respect of the Offer; Confidentiality Agreement has the meaning ascribed thereto in Recital (J); Counter-Notice of Disagreement has the meaning ascribed thereto in Clause 9.9; Data Room means the on-line data room hosted by ▇▇▇▇▇▇ Datasite One made available to the Offeror from 22 January 2020 up to and including 20 February 2020; DCC means the Dutch Civil Code (Burgerlijk Wetboek); Decree has the meaning ascribed thereto in Clause 2.6; Delisting means the time of delisting of the Shares on Euronext Amsterdam; Designated Independent Non-Executive has the meaning ascribed thereto in Clause 5.2; Designated Investor Non- Executive has the meaning ascribed thereto in Clause 5.2; Dividend Waiver Letter Agreement means the letter agreement between the Company, JCF and Reggeborgh with respect to the Final Dividend dated 14 May 2020, as amended and restated on 18 May 2020, and as further amended and restated on 10 July 2020 and signed by the Offeror for acceptance, the latest amendment of which shall be attached to the Asset Sale and Liquidation Agreement; DNB means the Dutch Central Bank (De Nederlandsche Bank); ECB means the European Central Bank; Enquiries has the meaning ascribed thereto in Schedule 9 (Binding Advice);

Competition Clearance means: (a) the making of any notification(s), submission(s) or filing(s); (b) the expiry, lapse or termination of any applicable waiting periods (including extensions of such periods); (c) the clearance, approval, authorization or other permission of any Governmental Authority, in each case ((a) to (c)), arising under any applicable Competition Law and which is necessary to permit Pfizer to acquire the rights contemplated under the Pfizer Territory Option under this Agreement; or (d) the absence of any condition imposed on either Party or their Affiliates by any Governmental Authority under any applicable Competition Law in connection with Pfizer’s acquisition of such rights.

Competition Clearance means the Turkish Clearance and the Australian Clearance.