Common use of ANTITRUST IMPROVEMENTS ACT COMPLIANCE Clause in Contracts

ANTITRUST IMPROVEMENTS ACT COMPLIANCE. Buyer, as applicable, shall each file or cause to be filed with the Federal Trade Commission and the United States Department of Justice any notifications required to be filed by the respective Ultimate parent" entities under the Hart-▇▇▇▇▇-▇▇▇▇▇▇ ▇▇▇itrust improvements Act of 1976, as amended (the "H.S.R. Act"). and the rules and regulations promulgated thereunder, with respect to the transactions contemplated herein. Buyer shall pay the H.S.R. filing fee relating to such filings. Buyer (with Company and each JAG Subsidiary's help as may be needed) shall use its Best Efforts to make such filings promptly, to respond to any requests for additional information made by either of such agencies, to cause the waiting periods under the H.S.R. Act to terminate or expire at the earliest possible date and to resist vigorously, at Buyer's expense (including, without limitation, the institution or defense of legal proceedings), any assertion that the transactions contemplated herein constitute a violation of the antitrust laws, all to the end of expediting consummation of the transactions contemplated herein; PROVIDED, HOWEVER, that if Buyer shall determine in Buyer's sole discretion that continuing such resistance is not in the best interest of Buyer, Buyer may, by written notice to the other Parties, terminate this Agreement with the effect set forth in Article 8.3(c) hereof.