HSR Compliance definition

HSR Compliance means, with respect to a Person, filings by such Person under, and compliance by such Person with, the HSR Act, including forbearance by such Person from consummating the transactions contemplated by this Agreement before any applicable waiting period under the HSR Act shall have expired or been earlier terminated without action by the Antitrust Division or the FTC to prevent consummation of the transactions contemplated by this Agreement.
HSR Compliance means that the parties have completed the filing of all forms required by the Hart-Scott-Rodino Anti-Trust Improvements Act of 1976, as amxxxxx, xx xxxxxxx of the transactions contemplated by this Agreement, and the waiting periods (or any extensions thereof) applicable under that Act have terminated or expired;
HSR Compliance has the meaning ascribed thereto in Schedule B annexed hereto.

Examples of HSR Compliance in a sentence

  • Tolling of Automatic Conversion and Other Time periods for HSR Compliance 21 ARTICLE IV ADVANCE CONDITIONS........................................................

  • The Buyer and the Sellers shall bear equally all fees in connection with obtaining the Competition Act Approval and HSR Compliance.

  • Sections 10.1 (Term), 10.2 (Termination for Material Breach), 10.4 (Provisions for Insolvency), 10.5.1(b), 10.5.5 (Non-Exclusive Remedy) and 10.5.6 (Survival) (with respect to any Execution Date Terms); ARTICLE 11 (HSR Compliance); ARTICLE 12 (Dispute Resolution); and ARTICLE 13 (Miscellaneous) (the “Execution Date Terms”).

  • The provisions of Article I (Definitions), Article X (Confidentiality and Publicity), Article XI (Representations and Warranties; Certain Covenants), Article XIV (HSR Compliance), Article XV (Dispute Resolution), Article XVI (Miscellaneous) and Section 13.2 (Termination for Material Breach) shall become effective on the Execution Date; the other provisions of this Agreement shall not become effective until the Effective Date.

  • PRE-CLOSING COVENANTS 47 SECTION 6.1 Efforts and Actions to Cause Merger to Occur 47 SECTION 6.2 HSR Compliance 48 SECTION 6.3 Employment Matters.

  • The Buyer and the Seller shall bear equally all fees in connection with obtaining the Competition Act Approval and HSR Compliance.

  • As used herein, the term "HSR Compliance" shall mean (1) either (A) the receipt by Buyer and Seller of the FTC No-Action Letter or the FTC Approval Letter, or (B) the No FTC Letter (after the relevant waiting period), AND (2) either (A) the receipt by Buyer and Seller of the Grant of Early Termination Request or Antitrust Division No-Objection Letter, or (B) the No Antitrust Division Letter (after the relevant waiting period).

  • Subject to the provisions of Section 8.1, the Closing shall take place concurrently with the closing under the KNRC Agreement, commencing at a time and on a date mutually acceptable to the parties within ten (10) days after the later of (i) H-S-R Compliance, and (ii) entry of the Approval Order.

  • Fried Frank Antitrust & Competition Law Alert®, Proposed Amendments to HSR Rules Could Fundamentally Change HSR Compliance for Asset Managers 2 (Oct.


More Definitions of HSR Compliance

HSR Compliance has the meaning set forth in Section 7.2(h)(i).
HSR Compliance means (1) either (A) the receipt by Buyer and Seller of the FTC No-Action Letter or the FTC Approval Letter, or (B) the No FTC Letter (after the relevant waiting period), AND (2) either (A) the receipt by Buyer and Seller of the Grant of Early Termination Request or Antitrust Division No-Objection Letter, or (B) the No Antitrust Division Letter (after the relevant waiting period).
HSR Compliance means the Parties will have completed the filing of all forms required by the HSR Act in respect of the transactions contemplated by this Agreement, and the waiting periods (or any extensions thereof) applicable under the HSR Act will have been terminated or will have expired;
HSR Compliance means compliance with the HSR Act.

Related to HSR Compliance

  • Non-Compliance means failure/refusal to comply the terms and conditions of the tender;

  • LEGAL COMPLIANCE This Agreement and any transaction with, or payment to, you pursuant to the terms hereof is conditioned on your representation to us that, as of the date of this Agreement you are, and at all times during its effectiveness you will be, a bank as defined in Section 3(a)(6) of the Securities Exchange Act of 1934 (or other financial institution) and not otherwise required to register as a broker or dealer under such Act. You agree to notify us promptly in writing if this representation ceases to be true. You also agree that, regardless of whether you are a member of the NASD, you will comply with the rules of the NASD, including, in particular, Sections 2310, IM 2310-2, and 2830 of the NASD Conduct Rules, and that you will maintain adequate records with respect to your customers and their transactions, and that such transactions will be without recourse against you by your customers. We recognize that, in addition to applicable provisions of state and federal securities laws, you may be subject to the provisions of the Xxxxx-Xxxxxxxx Act and other laws governing, among other things, the conduct of activities by federal and state chartered and supervised financial institutions and their affiliated organizations. As such, you may be restricted in the activities that you may undertake and for which you may be paid, and, therefore, we recognize that you will not perform activities that are inconsistent with your statutory and regulatory obligations. Because you will be the only one having a direct relationship with the customer, you will be responsible in that relationship for insuring compliance with all laws and regulations, including those of all applicable federal and state regulatory authorities and bodies having jurisdiction over you or your customers to the extent applicable to securities purchases hereunder.

  • Assessment of Compliance As defined in Section 3.21.

  • Year 2000 Compliance has the meaning set forth in section 17.29 of the Management Agreement.

  • Document of Compliance has the meaning given to it in the ISM Code.

  • Statement of Compliance means the statement forming part of a Tender indicating the Bidders compliance with the Specification.

  • Annual Statement of Compliance As defined in Section 3.13.

  • Substantial compliance means a level of compliance with these rules where any deficiencies pose no greater risk to resident health or safety than the potential for causing minor harm.

  • Reportable Compliance Event means that any Covered Entity becomes a Sanctioned Person, or is charged by indictment, criminal complaint or similar charging instrument, arraigned, or custodially detained in connection with any Anti-Terrorism Law or any predicate crime to any Anti-Terrorism Law, or has knowledge of facts or circumstances to the effect that it is reasonably likely that any aspect of its operations is in actual or probable violation of any Anti-Terrorism Law.

  • Environmental Compliance means action performed during or after Operations to comply with the requirements of all Environmental Laws or contractual commitments related to reclamation of the Properties or other compliance with Environmental Laws.

  • Material Compliance Matter has the same meaning as the term defined in Rule 38a-1, and includes any compliance matter that involves: (1) a violation of the federal securities laws by Distributor (or its officers, directors, employees, or agents); (2) a violation of Distributor's Rule 38a-1 policies and procedures; or (3) a weakness in the design or implementation of Distributor's Rule 38a-1 policies and procedures.

  • Export Compliance You acknowledge that Licensor’s products and/or technology are subject to the U.S. Export Administration Regulations (the “EAR”) and You agree to comply with the EAR. You will not export or re-export Licensor’s products, directly or indirectly, to: (1) any countries that are subject to US export restrictions; (2) any end user who You know or have reason to know will utilize Licensor’s products in the design, development or production of nuclear, chemical or biological weapons, or rocket systems, space launch vehicles, and sounding rockets, or unmanned air vehicle systems, except as authorized by the relevant government agency by regulation or specific license; or (3) any end user who has been prohibited from participating in the US export transactions by any federal agency of the US government. By downloading or using the Software, You are agreeing to the foregoing and You are representing and warranting that You are not located in, under the control of, or a national or resident of any such country or on any such list. In addition, You are responsible for complying with any local laws in Your jurisdiction which may impact Your right to import, export or use Licensor’s products. Please consult the Bureau of Industry and Security web page xxx.xxx.xxx.xxx before exporting items subject to the EAR. For more information on exporting Software, including the applicable Export Control Classification Number (ECCN) and associated license exception (as applicable), see xxx.xxxx.xxx/xxxxxxx/xxxxx/. Upon request, Licensor's International Trade Services Department can provide information regarding applicable export restrictions for Licensor products. Licensor assumes no responsibility for Your failure to obtain any necessary export approvals. U.S. Government Restricted Rights. Use, duplication, or disclosure of any Deliverables by the U.S. Government is subject to the restrictions in FAR 52.227-14 (Dec 2007) Alternate III (Dec 2007), FAR 52.227-19 (Dec 2007), or DFARS 252.227-7013(b)(3) (Nov 1995), or applicable successor clauses.

  • Compliance schedule means a schedule of events, by date, which will result in compliance with these regulations.

  • Compliance Audit means the procedure (in a form advised by the GLA from time to time) by which an auditor independent of the Grant Recipient certifies (at the Grant Recipient's cost) whether the Named Projects developed or Rehabilitated pursuant to this Agreement satisfy the GLA's procedural compliance requirements (as described in the Affordable Housing Capital Funding Guide);

  • HIPAA Compliant means that a Loan Party to the extent legally required (i) is or will use commercially reasonable efforts to be in compliance in all material respects with each of the applicable requirements of the so-called “Administrative Simplification” provisions of HIPAA on and as of each date that any part thereof, or any final rule or regulation thereunder, becomes effective in accordance with its or their terms, as the case may be (each such date, a “HIPAA Compliance Date”) and (ii) is not and could not reasonably be expected to become, as of any date following any such HIPAA Compliance Date, the subject of any civil or criminal penalty, process, claim, action or proceeding, or any administrative or other regulatory review, survey, process or proceeding (other than routine surveys or reviews conducted by any government health plan or other accreditation entity) that could result in any of the foregoing or that has or could reasonably be expected to have a Material Adverse Effect.

  • Public Company Compliance means compliance with the requirements of the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated in connection therewith, the provisions of the Securities Act and the Exchange Act, and the rules of national securities exchange listed companies (in each case, as applicable to companies with equity or debt securities held by the public), including procuring directors’ and officers’ insurance, legal and other professional fees, and listing fees.

  • Compliance means your local Compliance group (New York, London, Singapore, Tokyo and Mumbai).

  • Covenant Compliance Event means that Excess Availability at any time is less than the greater of (a) ten (10%) percent of the Line Cap or (b) $7,000,000. For purposes hereof, the occurrence of a Covenant Compliance Event shall be deemed continuing until Excess Availability has exceeded the amounts set forth above for thirty (30) consecutive days, in which case a Covenant Compliance Event shall no longer be deemed to be continuing for purposes of this Agreement. The termination of a Covenant Compliance Event as provided herein shall in no way limit, waive or delay the occurrence of a subsequent Covenant Compliance Event in the event that the conditions set forth in this definition again arise.

  • Compliance Review means an inspection of the home, grounds, and files to determine compliance with these regulations.

  • Notice of compliance means a statement confirming that a governmental entity