Common use of Antitrust Approval Clause in Contracts

Antitrust Approval. The Company and the Purchaser acknowledge that one or more filings under the HSR Act or foreign antitrust laws may be necessary in connection with the issuance of shares of Company Common Stock upon conversion of the Notes. The Purchaser will promptly notify the Company if any such filing is required on the part of the Purchaser. To the extent reasonably requested, the Company, the Purchaser and any other applicable Affiliate of the Purchaser will use reasonable efforts to cooperate in timely making or causing to be made all applications and filings under the HSR Act or any foreign antitrust requirements in connection with the issuance of shares of Company Common Stock upon conversion of Notes held by the Purchaser or any Affiliate of the Purchaser in a timely manner and as required by the law of the applicable jurisdiction; provided that, notwithstanding anything in this Agreement to the contrary, the Company shall not have any responsibility or liability for failure of the Purchaser or any of its Affiliates to comply with any applicable law. For as long as there are Notes outstanding and owned by the Purchaser or its Affiliates, the Company shall as promptly as reasonably practicable provide (no more than four (4) times per calendar year) such information regarding the Company and its Subsidiaries as the Purchaser may reasonably request in order to determine what foreign antitrust requirements may exist with respect to any potential conversion of the Notes and the Company shall provide such information at the time of issuing any redemption notice pursuant to the Indenture. To the extent that any filings are necessary under the HSR Act or foreign antitrust laws in connection with the Company’s redemption of the Notes, the Company, the Purchaser and any other applicable Affiliate of the Purchaser will use reasonable efforts to cooperate in timely making or causing to be made all applications and filings as required by the law of the applicable jurisdiction. Except as provided in Section 6.06, the Purchaser shall be responsible for the payment of the filing fees associated with any such applications or filings.

Antitrust Approval. The Company and the each Purchaser acknowledge that one or more filings under the HSR Act or foreign antitrust laws may be necessary in connection with the issuance of shares of Company Common Stock upon conversion or repurchase by the Company of the Notes. The Each Purchaser will promptly notify the Company if any such filing is required on the part of the such Purchaser. To the extent reasonably requested, the Company, the each Purchaser and any other applicable Purchaser Affiliate of the Purchaser will use reasonable efforts to cooperate in timely making or causing to be made all applications and filings under the HSR Act or any foreign antitrust requirements in connection with the issuance of shares of Company Common Stock upon conversion or repurchase by the Company of Notes held by the a Purchaser or any Purchaser Affiliate of the Purchaser in a timely manner and as required by the law of the applicable jurisdiction; provided that, notwithstanding anything in this Agreement to the contrary, the Company shall not have any responsibility or liability for failure of the a Purchaser or any of its Affiliates to comply with any applicable law. For as long as there are Notes outstanding and owned by the a Purchaser or its Affiliates, the Company shall as promptly as reasonably practicable provide (no more than four (4) times per calendar year) such information regarding the Company and its Subsidiaries as the any Purchaser may reasonably request in order to determine what foreign antitrust requirements may exist with respect to any potential conversion of the Notes and the Company shall provide such information at the time of issuing any redemption notice pursuant to the IndentureNotes. To the extent that any filings are necessary under the HSR Act or foreign antitrust laws in connection with the Company’s redemption conversion of the Notes, the Company, the each Purchaser and any other applicable Affiliate of the such Purchaser will use reasonable efforts to cooperate in timely making or causing to be made all applications and filings as required by the law of the applicable jurisdiction. Except as provided in Section 6.06, the each Purchaser shall be responsible for the payment of the filing fees associated with any such applications or filings.

Antitrust Approval. The Company and the Purchaser Purchasers acknowledge that one or more filings under the HSR Act or foreign antitrust laws may be necessary in connection with the issuance of shares of Company Common Stock upon conversion of the Notes. The Purchaser Purchasers will promptly notify the Company if any such filing is required on the part of the such Purchaser. To the extent reasonably requested, the The Company, the Purchaser Purchasers and any other applicable Affiliate of the Purchaser will use reasonable best efforts to cooperate in timely making or causing to be made all applications and filings under the HSR Act or any foreign antitrust requirements in connection with the issuance of shares of Company Common Stock upon conversion of Notes held by the such Purchaser or any its Affiliate of the Purchaser in a timely manner and as required by the law of the applicable jurisdiction; provided that, notwithstanding anything in this Agreement to the contrary, the Company shall not have any responsibility or liability for failure of the Purchaser Purchasers or any of its their Affiliates to comply with any applicable law. For as long as there are Notes outstanding and owned by the Purchaser Purchasers or its their Affiliates, the Company shall as promptly as reasonably practicable provide (no more than four (4) times per calendar year) such information regarding the Company and its Subsidiaries as the Purchaser Purchasers may reasonably request in order to determine what foreign antitrust requirements may exist with respect to any potential conversion of the Notes and Notes. Promptly upon request by the Purchasers, the Company shall provide will use reasonable best efforts to make all such information at the time of issuing any redemption notice pursuant to the Indenture. To the extent that any filings are necessary and obtain all approvals and clearances as required under the HSR Act or foreign applicable antitrust laws in connection with the Company’s redemption issuance of the shares of Company Common Stock and investment in the shares of Company Common Stock upon conversion of the Notes. The Company and Purchasers will cooperate, the Companyprovide all necessary information, the Purchaser and any keep each other applicable Affiliate of the Purchaser will use reasonable efforts fully apprised with respect to cooperate in timely making or causing to be made all applications such filing and filings as required by the law of the applicable jurisdictionregulatory processes. Except as provided in Section 6.06, the Purchaser The Purchasers shall be responsible for the payment of the filing fees associated with any such applications or filings.

Antitrust Approval. The Company and the each Purchaser acknowledge that one or more filings under the HSR Act or foreign antitrust laws may be necessary in connection with the issuance of shares of Company the Common Stock upon conversion of the Notes. The Purchaser Purchasers shall be solely responsible for determining whether any filings under the HSR Act or any non-U.S. antitrust requirements may be necessary in connection with any conversion of Notes held by them and will promptly notify the Company if any such filing is required on required. If the part Purchasers determine that any such filing is required, the Purchasers shall not convert the Notes until such time as the applicable requirements of the PurchaserHSR Act or such non-U.S. antitrust requirements have been satisfied, any applicable waiting periods pursuant to the HSR Act or any non-U.S. antitrust law shall have expired or been terminated and any related approvals, consents or waivers have been received, or such time as the Purchasers determine that such requirements are no longer applicable. To the extent reasonably requested, the Company, Company will cooperate with the Purchaser and any other applicable Affiliate of the Purchaser will use reasonable efforts to cooperate Purchasers in a timely manner making or causing to be made all applications and filings under the HSR Act or any foreign non-U.S. antitrust requirements in connection with the issuance of shares of Company the Common Stock upon conversion of Notes held by the Purchaser Purchasers as promptly as reasonably practicable or any Affiliate of the Purchaser in a timely manner and as required by the law of the applicable jurisdiction; provided that, notwithstanding anything in this Agreement to the contrary, the Company shall not have any responsibility or liability for failure of the Purchaser or any of its Affiliates to comply with any applicable law. For as long as there are Notes outstanding and owned by the Purchaser or its Affiliates, the The Company shall as promptly as reasonably practicable provide (no more than four (4) times per calendar year) from time-to-time such information and documentation regarding the Company and its Subsidiaries as the Purchaser Purchasers or their respective assignees may reasonably request in order to (i) determine what foreign non-U.S. antitrust requirements filings may exist be required with respect to any potential conversion of the Notes and the Company shall provide (ii) prepare any such information at the time of issuing any redemption notice pursuant to the Indenturefiling, notification or application. To the extent that any filings are necessary under the HSR Act or foreign antitrust laws in connection with the Company’s redemption of the Notes, the Company, the Purchaser and any other applicable Affiliate of the Purchaser will use reasonable efforts to cooperate in timely making or causing to be made all applications and filings as required by the law of the applicable jurisdiction. Except as provided in Section 6.06, the Purchaser The Purchasers shall be responsible for the payment of the filing fees associated with any such applications or filings. For the avoidance of doubt, any delivery of the Common Stock upon conversion of the Notes shall be subject to the terms and conditions of the Indenture.

Antitrust Approval. The Company and the Purchaser acknowledge agree that one or more filings a filing will be made under the HSR Act or foreign antitrust laws may be necessary in connection with the issuance of shares the Shares as soon as practicable after the execution of Company Common Stock upon conversion of the Notesthis Agreement, and in any event within three (3) Business Days after such time. The Purchaser will promptly notify the Company if any such filing is required on the part of the PurchaserPurchaser under any foreign antitrust laws. To the extent reasonably requested, the Company, the Purchaser and any other applicable Purchaser Affiliate of the Purchaser will use reasonable efforts to cooperate in timely making or causing to be made all applications and filings under the HSR Act or any foreign antitrust requirements in connection with the issuance of shares of Company Common Stock upon conversion of Notes held by the Purchaser or any Affiliate of the Purchaser Shares in a timely manner and as required by the law of the applicable jurisdiction; provided that, notwithstanding anything in this Agreement to the contrary, the Company shall not have any responsibility or liability for any failure of the Purchaser or any of its Affiliates to comply with any applicable law. For as long as there are Notes Shares outstanding and owned by the Purchaser or its Affiliates, the Company shall as promptly as reasonably practicable provide (no more than four (4) times per calendar year) such information regarding the Company and its Subsidiaries as the Purchaser may reasonably request in order to determine what foreign antitrust requirements may exist with respect to any potential conversion of the Notes Shares. The Company will use reasonable best efforts to make all such filings and the Company shall provide such information at the time of issuing any redemption notice pursuant to the Indenture. To the extent that any filings are necessary obtain all approvals and clearances as required under the HSR Act or foreign applicable antitrust laws in connection with the Company’s redemption issuance of the Notes, Shares and investment in the Company, Shares as promptly as practicable (including for avoidance of doubt to enable Purchaser to own and exercise all voting rights with respect to the Purchaser Shares and so that any other applicable Affiliate of the restriction on voting rights in effect pending antitrust clearances will no longer be in effect). The Company and Purchaser will use reasonable efforts cooperate, provide all necessary information, and keep each other fully apprised with respect to cooperate in timely making or causing to be made all applications such filings and filings as required by the law of the applicable jurisdictionregulatory processes. Except as provided in Section 6.06, the The Purchaser shall be responsible for the payment of the filing fees associated with any such applications or filings.