Antitrust Restraint has the meaning set forth in Section 6.3(c).
Antitrust Restraint has the meaning assigned to it in Section 6.5(c).
Antitrust Restraint means the requirement of any Governmental Body that the Purchaser make proposals, execute or carry out agreements, enter into consent decrees or submit to orders providing for (i) the sale, divestiture, license or other disposition or holding separate (through the establishment of a trust or otherwise) of any assets or categories of assets of the Purchaser or any of its Affiliates or the Acquired Companies, (ii) the imposition of any limitation or regulation on the ability of the Purchaser or any of its Affiliates to freely conduct their business or own such assets or (iii) the holding separate of the Acquired Companies Interests or any limitation or regulation on the ability of the Purchaser or any of its Affiliates to exercise full rights of ownership of the Acquired Companies Interests.
Examples of Antitrust Restraint in a sentence
No Order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition limiting or restricting Acquirer’s ownership, conduct or operation of the Business following the Closing, including any Antitrust Restraint, shall be in effect, and no Legal Proceeding seeking any of the foregoing in connection with Transactions or prohibiting or limiting the consummation of the Transactions, shall be pending before a court of competent jurisdiction.
Securities, Anti-trust, Restraint of Trade, Unfair Trade Practices or Consumer Protection Law Based upon, arising from, or in any way involving a violation by the insured of any state or federal law relating to securities, anti-trust, consumer protection, restraint of trade or unfair trade practices.
No Order issued by any court of competent jurisdiction limiting or restricting Acquirer’s ownership of the Business following the Closing, including any Antitrust Restraint, shall be in effect, and no Legal Proceeding seeking any of the foregoing in connection with Transactions or prohibiting or limiting the consummation of the Transactions, shall be pending before a court of competent jurisdiction.
General guidance in the basic contract was regularly supplemented by additional directives found in basic and specific task order statements of work.
There shall not be pending or overtly threatened any Legal Proceeding by any Governmental Authority (i) seeking to restrain or prohibit the consummation of the Merger or the performance of any of the other transactions contemplated by this Agreement or the Voting Agreements (including the voting provisions thereunder), (ii) seeking to impose any Antitrust Restraint, or (iii) if adversely determined, would reasonably be likely to have a Material Adverse Effect on the Company or Parent.
More Definitions of Antitrust Restraint
Antitrust Restraint means any obligation to make proposals, execute or carry out agreements or submit to orders providing for (1) the sale, license, transfer or other disposition or holding separate (through the establishment of a trust or otherwise) of any assets or categories of assets of Acquirer or any of its affiliates or the Company or its Subsidiaries, (2) the discontinuation of any product or service of Acquirer or any of its Affiliates or the Company or any of its Subsidiaries, (3) the licensing or provision of any technology, software or other Intellectual Property of Acquirer or any of its Affiliates or the Company or any of its Subsidiaries to any Person, (4) the imposition of any limitation or regulation on the ability of Acquirer or any of its Affiliates to freely conduct their business or own their respective assets, or (3) the holding separate of the shares of Company Capital Stock or any limitation or regulation on the ability of Acquirer or any of its Affiliates to exercise full rights of ownership of the shares of Company Capital Stock.
Antitrust Restraint is defined in Section 6.2(a) of the Agreement.
Antitrust Restraint means any requirement by a Governmental Entity that Acquirer or the Company enter into any settlement, undertaking, agreement or Order with such Governmental Entity, or any Order issued by any Governmental Entity with respect to an Antitrust Investigation that provides for or requires, in each case, (i) the sale, divestiture or other disposition or holding separate (through establishment of a trust or otherwise) of (A) any material portion of the capital stock of the Company or any of its material Subsidiaries, or (B) any material portion of the businesses, intellectual property, assets or properties of (1) the Acquirer and its Subsidiaries, taken as a whole, or (2) the Company and the Operating Subsidiary, taken as a whole, including any material portion of the Business, (ii) any license (exclusive or non-exclusive) to material intellectual property of Acquirer and its Subsidiaries, taken as a whole, or the Company and the Operating Subsidiary, taken as a whole, or (iii) the imposition of any material limitation, impediment or condition on the ability of Acquirer and its Subsidiaries, taken as a whole, or the Company and the Operating Subsidiary, taken as a whole, to conduct their respective businesses or exercise ownership over their respective assets or property, including Acquirer’s ownership of the capital stock of the Company. References to the “Company” in this paragraph shall include, after the Closing, the Surviving Corporation.
Antitrust Restraint means, in connection with obtaining the Regulatory Clearances, Gilead or the Purchaser not being under any obligation to enter into consent decrees or submit to orders providing for (A) the sale, divestiture, license or other disposition or holding separate (through the establishment of a trust or otherwise) of any assets or categories of assets of Gilead or any of its affiliates or the Company or any of its Subsidiaries, (B) the imposition of any limitation or regulation on the ability of Gilead or any of its affiliates to freely conduct their business or own such assets, or (C) the holding separate of the Common Shares or any limitation or regulation on the ability of Gilead or any of its affiliates to exercise full rights of ownership of the Common Shares.
Antitrust Restraint shall have the meaning sect forth in Section 7.17(c).
Antitrust Restraint means any requirement by a Governmental Authority that Company or Target enter into any settlement, undertaking, agreement or Order with such Governmental Entity, or any Order issued by any Governmental Entity with respect to an Antitrust Investigation that provides for or requires, in each case, (a) the sale, divestiture or other disposition or holding separate (through establishment of a trust or otherwise) of (i) any material portion of the capital stock of Target or any of its material Subsidiaries, or (ii) any material portion of the businesses, intellectual property, assets or properties of (x) Company and its Subsidiaries, taken as a whole, or (y) Target and Revitas, Inc., taken as a whole, including any material portion of the business of Target and its Subsidiaries as currently conducted and as currently proposed to be conducted by Target or any of its Subsidiaries, (b) any license (exclusive or non-exclusive) to material intellectual property of Company and its Subsidiaries, taken as a whole, or Target and Revitas, Inc., taken as a whole, or (c) the imposition of any material limitation, impediment or condition on the ability of Company and its Subsidiaries, taken as a whole, or Target and Revitas, Inc., taken as a whole, to conduct their respective businesses or exercise ownership over their respective assets or property, including Company’s ownership of the capital stock of Target.
Antitrust Restraint means an injunction, ruling or order: (a) prohibiting or limiting in any respect, or placing any conditions on, the ownership or operation by the Company, Parent or any of their respective Affiliates of all or any material portion of the business or assets or any Company Product or product or service of Parent or its Subsidiaries or requiring any such person to dispose of, license (whether pursuant to an exclusive or nonexclusive license) or hold separate all or any material portion of the business or assets or any material Company Product or material product or service of Parent or its Subsidiaries, in each case as a result of or in connection with the Offer, the Merger or any of the other transactions contemplated by the Agreement; (b) directly or indirectly imposing limitations on the ability of Parent or any of its Affiliates to acquire or hold, or exercise full rights of ownership of, any Company Shares, including the right to vote the Company Shares on all matters properly presented to the Company’s stockholders; (c) directly or indirectly prohibiting Parent or any of its Affiliates from effectively controlling in any respect any material portion of the business or operations of the Company or the Company Subsidiaries, or (d) directly or indirectly preventing the Company or the Company Subsidiaries from operating any of their businesses in substantially the same manner as operated by the Company and the Company Subsidiaries immediately prior to the date of the Agreement.