Common use of Filings with Governmental Entities Clause in Contracts

Filings with Governmental Entities. (a) The Debtors and Investor will comply with the Laws that are applicable to any of the transactions contemplated hereby and pursuant to which government notification or approval of such transactions is necessary. The Debtors and Investor will cooperate with each other and use their respective commercially reasonable efforts to provide information required for this purpose and to promptly file with the appropriate Governmental Entities all required notifications and applications seeking all required approvals. The Debtors and Investor will use their respective commercially reasonable efforts to resolve objections, if any, that are asserted by any Governmental Entity with respect to the transactions contemplated hereby. (b) Without limiting the generality or effect of Section 4.6(a), (i) the Debtors and Investor will, as soon as practicable after the date of this Agreement, (A) file any required Notification and Report Forms under the HSR Act with the Federal Trade Commission (the "FTC") and the Antitrust Division of the DoJ (the "Antitrust Division"), (B) make or cause to be made all filings and applications which are required by the FCC requesting the FCC's written consent to the transfer of the Globalstar FCC Licenses to New Globalstar (the "FCC Applications") and (C) file any additional required notifications or applications, if any, with the FCC, DoD, FBI and DoJ and (ii) the Debtors and Investor will use their respective commercially reasonable efforts to prosecute expeditiously the FCC Applications and to respond as promptly as practicable to all inquiries received from any such Governmental Entity for additional information or documentation. (c) During the Pre-Closing Period, the Debtors shall not make any filings with the FCC or agree to any proposal, settlement, amendment or alteration with the FCC, with respect to the Globalstar FCC Licenses without prior consultation with Investor.

Appears in 1 contract

Sources: Investment Agreement (Globalstar Lp)

Filings with Governmental Entities. (a) The Debtors Each of the Company and Investor will comply Newco shall as promptly as practicable, but in no event later than five (5) Business Days following the determination by Newco and the Company that approval under the HSR Act is required in order to consummate the Merger, file with the Laws that are applicable United States Federal Trade Commission (the “FTC”) and the United States Department of Justice (the “DOJ”) the notification and report form, if any, required for the Merger and the other Transactions, and shall thereafter promptly submit any supplemental information requested in connection therewith pursuant to the HSR Act. Each of Newco and the Company shall furnish to the other party such necessary information and reasonable assistance as the other may reasonably request in connection with its preparation of any filing or submission which is necessary under the HSR Act. The Company and Newco shall keep each other apprised of the transactions contemplated hereby status of any communications with, and pursuant to which government notification any inquiries or approval requests for additional information from, the FTC and the DOJ and shall comply promptly with any such inquiry or request. Each of such transactions is necessarythe Company and Newco shall request early termination under the HSR Act. The Debtors Each of the Company and Investor will cooperate with each other and Newco shall use their respective its commercially reasonable efforts to provide information obtain any clearance required for this purpose and under the HSR Act in order to promptly file with consummate the appropriate Governmental Entities all required notifications and applications seeking all required approvals. The Debtors and Investor will use their respective commercially reasonable efforts to resolve objections, if any, that are asserted by any Governmental Entity with respect to the transactions contemplated herebyTransactions. (b) Without limiting Each of the generality or effect of Section 4.6(a), (i) the Debtors Company and Investor will, Newco shall as soon promptly as practicable after take all other reasonable actions necessary to comply with all other legal requirements that may be imposed on it and obtain any other clearances from any other Governmental Entity required with respect to the date Merger and the other Transactions (including, without limitation, promptly, but in no event later than five (5) Business Days following the execution and delivery of this Agreement, (A) file make any other filings or notifications required Notification and Report Forms under the HSR Act with the Federal Trade Commission (the "FTC") and the Antitrust Division of the DoJ (the "Antitrust Division"), (B) make or cause to be made all filings by or with any other Governmental Entities). Each of Newco and applications which are required by the FCC requesting the FCC's written consent Company shall furnish to the transfer other party such necessary information and reasonable assistance as the other may reasonably request in connection with any such requirements imposed upon any of the Globalstar FCC Licenses to New Globalstar (the "FCC Applications") and (C) file them or any additional required notifications or applications, if any, of their subsidiaries in connection with the FCC, DoD, FBI Merger and DoJ and (ii) the Debtors and Investor will use their respective commercially reasonable efforts to prosecute expeditiously the FCC Applications and to respond as promptly as practicable to all inquiries received from any such Governmental Entity for additional information or documentationother Transactions. (c) During the Pre-Closing Period, the Debtors shall not make any filings with the FCC or agree to any proposal, settlement, amendment or alteration with the FCC, with respect to the Globalstar FCC Licenses without prior consultation with Investor.

Appears in 1 contract

Sources: Merger Agreement (Doane Pet Care Co)