HSR Act Compliance Sample Clauses

HSR Act Compliance. All waiting periods under the HSR Act ------------------ applicable to this Agreement or the transaction contemplated hereby shall have expired or been terminated.
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HSR Act Compliance. In the event Newco determines that any filing is ------------------ required under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act") in connection with any exercise of the Option pursuant to Section 3.9 hereof, Company agrees to prepare and file with the Federal Trade Commission and the United States Department of Justice within 15 business days from the date of notice from Newco any notification required to be filed under the HSR Act or any rules or regulations promulgated thereunder. Newco shall pay any filing fees required under the HSR Act in connection with such filing. Any information about Company or its Subsidiaries contained in such filing shall be true and accurate in all material respects and responsive to the requirements of the HSR Act and any such rules and regulations. Each of Company and Newco shall make available to the other party such information as may be required for the preparation of any such notification or related reports.
HSR Act Compliance. If Rhône Capital III or any Holder determines that a notification under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder (the “HSR Act”), is required in connection with the exercise of any Warrants by any Holder, the Company shall reasonably cooperate with such Holder by (i) promptly effecting all necessary notifications and other filings under the HSR Act that are required to be made by the Company and (ii) responding as promptly as reasonably practicable to all inquiries or requests received from the United States Federal Trade Commission (the “FTC”), the Department of Justice (“DOJ”) or any other governmental authority in connection with such notifications and other filings. For the avoidance of doubt, nothing in this Section 9.3 shall require that the Company or any of its subsidiaries commit to any divestiture, license, or hold separate or similar arrangement with respect to the business, assets or properties of the Company or any of its subsidiaries. Any such notifications and responses by the Company will be in full compliance with the requirements of the HSR Act. The Company shall, to the extent legally permissible, keep Rhône Capital III and such Holder reasonably apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC, the DOJ or such other governmental authority. The Company and Rhône Capital III shall share equally the filing fees in connection with the above filings, and shall otherwise each bear their respective costs and expenses in connection with the preparation of such filings and responses to inquires or requests.
HSR Act Compliance. Notwithstanding anything to the contrary in this Agreement, this Agreement is binding upon the Parties as of the Execution Date to the extent permitted by the HSR Act, but the provisions of Article 2Article 9 (other than Section 9.1) shall not take effect until the Effective Date. As used herein, the “HSR Clearance Date” means such time as: (a) the Parties shall have complied with all applicable requirements of the HSR Act; (b) the waiting period under the HSR Act shall have expired or been terminated early; (c) no judicial or administrative proceeding opposing consummation of all or any part of this Agreement shall be pending; (d) no injunction (whether temporary, preliminary or permanent) prohibiting consummation of the transactions contemplated by this Agreement or any material portion hereof shall be in effect; and (e) no requirements or conditions shall have been formally requested or imposed by the DOJ or FTC in connection therewith that are not reasonably and mutually satisfactory to the Parties (collectively, the “HSR Conditions”). In the event that the HSR Conditions are not met within [***], then either Party may terminate this Agreement upon notice, in which case, notwithstanding any provisions that are stated to survive under Section 14.10, all provisions of this Agreement shall terminate and be of no force or effect whatsoever, except only that any liability of either Party for failing to comply this Section 15.1 shall survive.
HSR Act Compliance. Buyer and Seller each agrees that the Xxxx- Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, does not require either party to make any filings or take any other action thereunder in connection with the transactions contemplated hereby insofar as the aggregate consideration payable hereunder by Buyer to Seller shall in no event equal or exceed $15,000,000.
HSR Act Compliance. 13.15.1. Each of AbbVie and Morphic shall make an HSR Filing within [***] after (a) with respect to the Options and the Research Targets, the Execution Date, unless the Parties together determine that no HSR Filing is required for the activities and licenses contemplated under this Agreement with respect to the Options and the Research Targets and (b) with respect to each ROFN Target and the corresponding ROFN Terms (if agreed), the date such ROFN Terms are agreed by the Parties, unless AbbVie determines that no HSR Filing is required for the activities and licenses contemplated by such ROFN Terms. The Parties shall cooperate with one another to the extent necessary in the preparation of any such filings. Each Party shall be responsible for its own costs and expenses associated with any such filings.
HSR Act Compliance. All waiting, review and investigation periods (and any extensions thereof) applicable to the consummation of the Merger under the HSR Act shall have expired or been terminated.
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HSR Act Compliance. Promptly after the date of this Agreement, Seller ------------------ and Buyer shall prepare and file proper premerger notification forms and affidavits in compliance with the HSR Act, if applicable. Seller and Buyer shall each pay one-half of all fees payable to Governmental Authorities in connection with such filings. If, following the filing of such forms, any Governmental Authority shall challenge the transaction contemplated hereby, or request additional filings or information, Seller and Buyer shall take preliminary steps to attempt to ascertain the nature of the challenge and the likelihood that the Governmental Authority will permit the transaction contemplated hereby to proceed notwithstanding the challenge. After taking such preliminary steps, (i) if the parties determine in good faith, that the Governmental Authority, may permit the transaction to proceed, the parties shall cooperate to contest such challenge and/or provide the additional filings or information; and (ii) if the parties determine, in good faith, that the Governmental Authority is not likely to permit the transaction to proceed, then neither Seller nor Buyer shall have any obligation to contest such challenge or make or provide any such filing or information, and, unless the other party determines to contest such challenge or provide such information or filings at their cost and expense, each shall be entitled, at its option, to withdraw its filing and terminate this Agreement; provided, however, that the election to terminate this Agreement by either party pursuant to the provisions hereof shall be made in good faith and shall not be based upon a de minimis request for information from any Governmental Authority.
HSR Act Compliance. Buyer shall file any notification required to be filed under the HSR Act to consummate the transactions contemplated hereby. Buyer shall use all reasonable efforts to comply as promptly as practicable with any request made pursuant to the HSR Act for additional information. Buyer shall cooperate with Seller in such compliance and shall pay the statutory filing fees required by the HSR Act.
HSR Act Compliance. If at any time Investor determines that a notification under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder (the “HSR Act”), is required or desirable in connection with the contemporaneous or future conversion of any shares of Series B Preferred Stock by Investor, the Company shall reasonably cooperate with Investor by (i) promptly effecting all necessary notifications and other filings under the HSR Act that are required to be made by the Company and (ii) responding as promptly as reasonably practicable to all inquiries or requests received from the United States Federal Trade Commission (the “FTC”), the Department of Justice (“DOJ”) or any other governmental authority in connection with such notifications and other filings. For the avoidance of doubt, nothing in this Section 4G shall require that the Company or any of its subsidiaries commit to any divestiture, license or hold separate or similar arrangement with respect to the business, assets or properties of the Company or any of its subsidiaries. Any such notifications and responses by the Company will be in full compliance with the requirements of the HSR Act. The Company shall, to the extent legally permissible, keep Investor reasonably apprised of the status of any communications with, and any inquiries or requests for additional information from, the FTC, the DOJ or such other governmental authority.
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