Common use of HSR Act Filing Clause in Contracts

HSR Act Filing. Seller and Buyer acknowledge that they have filed, or caused to be filed, with the U.S. Department of Justice ("DOJ") and Federal Trade Commission ("FTC") certain filings that are required in connection with the transactions contemplated hereby under the HSR Act and submitted to the other party, prior to the filing thereof, their respective HSR Act filings and discussed with the other any comments the reviewing party may have had. Seller and Buyer agree to file, or cause to be filed, on or before August 26, 1997, with the DOJ and FTC all additional filings that are required in connection with the transactions contemplated hereby under the HSR Act, including reflecting that the assets used and useable in connection with the Tampa Billboard Business (as defined in the Group I Purchase Agreement) are to be excluded from the Group I Assets and, will submit to the other party, prior to the filing thereof, their respective HSR Act filing and discuss with the other any comments the reviewing party may have. Buyer and Seller agree to (a) cooperate with each other in connection with all such HSR Act filings, which cooperation shall include furnishing the other with any information or documents that may be reasonably required in connection with such filings; (b) promptly file, after any request by the FTC or DOJ and after appropriate negotiation with the FTC or DOJ of the scope of such request, any information or documents requested by the FTC or DOJ; and (c) furnish each other with any correspondence from or to, and notify each other of any other communications with, the FTC or DOJ that relates to the transactions contemplated hereunder, and to the extent practicable, to permit each other to participate in any conferences with the FTC or DOJ.

HSR Act Filing. Seller and Buyer acknowledge that they have filed, or caused to be filed, with the U.S. Department of Justice ("DOJ") and Federal Trade Commission ("FTC") certain filings that are required in connection with the transactions contemplated hereby under the HSR Act and submitted to the other party, prior to the filing thereof, their respective HSR Act filings and discussed with the other any comments the reviewing party may have had. Seller and Buyer agree to file, or cause to be filed, on or before August 26, 1997, 1997 with the DOJ and FTC all additional filings that are required in connection with the transactions contemplated hereby under the HSR Act, including reflecting that the assets used and useable usable in connection with the Tampa Billboard Business (as defined in and the Group I Purchase Agreement) Sports Teams Business are to be excluded from the Group I Assets andAssets, and will submit to the other party, 29 24 prior to the filing thereof, their respective HSR Act filing and discuss with the other any comments the reviewing party may have. Buyer and Seller hereby agree that Buyer will not buy from Seller, and Seller will not sell to Buyer, the assets relating to the Tampa Billboard Business and the Sports Teams Business. Buyer and Seller agree to (a) cooperate with each other in connection with all such HSR Act filings, which cooperation shall include furnishing the other with any information or documents that may be reasonably required in connection with such filings; (b) promptly file, after any request by the FTC or DOJ and after appropriate negotiation with the FTC or DOJ of the scope of such request, any information or documents requested by the FTC or DOJ; and (c) furnish each other with any correspondence from or to, and notify each other of any other communications with, the FTC or DOJ that relates to the transactions contemplated hereunder, and to the extent practicable, to permit each other to participate in any conferences with the FTC or DOJ.

HSR Act Filing. Seller and Buyer acknowledge that they have filed, or caused (a) If required in order to be filed, comply with the U.S. Department HSR Act, the parties hereto shall file as soon as practicable after the date of Justice ("DOJ") this Agreement, and Federal Trade Commission ("FTC") certain filings that are required in connection with the transactions contemplated hereby under the HSR Act and submitted to the other partyany event by March 31, prior to the filing thereof2008, their respective HSR Act filings and discussed with the other any comments the reviewing party may have had. Seller and Buyer agree to file, or cause to be filed, on or before August 26, 1997, with the DOJ and FTC all additional filings that are required in connection with the transactions contemplated hereby notifications under the HSR Act, including reflecting that shall respond as promptly as practicable to all inquiries or requests received from the assets used Federal Trade Commission or the Antitrust Division of the Department of Justice for additional information or documentation and useable shall respond as promptly as practicable to all inquiries and requests received from any State Attorney General or other Governmental Authority in connection with the Tampa Billboard Business (as defined in the Group I Purchase Agreement) are to be excluded from the Group I Assets and, will submit to the other party, prior to the filing thereof, their respective HSR Act filing and discuss with the other any comments the reviewing party may haveantitrust matters. Buyer and Seller agree to (a) The parties shall cooperate with each other in connection with the making of all such HSR Act filingsfilings or responses, which cooperation including providing copies of all such documents to the other party and its advisors and consulting with the other party and its advisors on the contents thereof prior to filing or responding, and notifying the other party of and allowing the other party to participate in any calls or meetings relating thereto. The parties hereto agree to use their respective commercially reasonable efforts to avoid the entry of (or, if entered, to lift, vacate or reverse) any order, decree, judgment or ruling of any court or Governmental Authority restraining or preventing the consummation of the transactions contemplated herein on the basis of any federal, state or local antitrust Laws; provided, that in no event shall include any party hereto be obligated under this Section 5.4 to take any action that is reasonably likely to have a material adverse effect on the Company or any party hereto or require the divestiture by any party of any material asset or business. (b) The parties hereto each shall, upon request by the other, furnish the other with all information concerning itself and the Company and such other matters as may be reasonably necessary or advisable in connection with any statement, filing, notice or application made by or on behalf of any party hereto and the Company to any third party or any Governmental Authority in connection with the transactions contemplated by this Agreement. (c) The parties hereto shall keep the other apprised of the status of matters relating to completion of the transactions contemplated hereby, including promptly furnishing the other with copies of material notices or other material communications received by any information or documents that may be reasonably required in connection with such filings; (b) promptly file, after any request by the FTC or DOJ and after appropriate negotiation with the FTC or DOJ of the scope of such requestparties hereto or the Company, as the case may be, from any information third party or documents requested by the FTC or DOJ; and (c) furnish each other any Governmental Authority with any correspondence from or to, and notify each other of any other communications with, the FTC or DOJ that relates respect to the transactions contemplated hereunder, and to the extent practicable, to permit each other to participate in any conferences with the FTC or DOJby this Agreement.

HSR Act Filing. Seller and Buyer acknowledge that they have filed, or caused to be filed, with the U.S. Department of Justice ("DOJ") and Federal Trade Commission ("FTC") certain filings that are required in connection with the transactions contemplated hereby under the HSR Act and submitted to the other party, prior to the filing thereof, their respective HSR Act filings and discussed with the other any comments the reviewing party may have had. Seller and Buyer agree to file, or cause to be filed, on or before August 26, 1997, 1997 with the DOJ and FTC all additional filings that are required in connection with the transactions contemplated hereby under the HSR Act, including reflecting that the assets used and useable usable in connection with the Tampa Billboard Business (as defined in and the Group I Purchase Agreement) Sports Teams Business are to be excluded from the Group I Assets andAssets, and will submit to the other party, prior to the filing thereof, their respective HSR Act filing and discuss with the other any comments the reviewing party may have. Buyer and Seller hereby agree that Buyer will not buy from Seller, and Seller will not sell to Buyer, the assets relating to the Tampa Billboard Business and the Sports Teams Business. Buyer and Seller agree to (a) cooperate with each other in connection with all such HSR Act filings, which cooperation shall include furnishing the other with any information or documents that may be reasonably required in connection with such filings; (b) promptly file, after any request by the FTC or DOJ and after appropriate negotiation with the FTC or DOJ of the scope of such request, any information or documents requested by the FTC or DOJ; and (c) furnish each other with any correspondence from or to, and notify each other of any other communications with, the FTC or DOJ that relates to the transactions contemplated hereunder, and to the extent practicable, to permit each other to participate in any conferences with the FTC or DOJ.

HSR Act Filing. Seller LIN-Texas and Buyer acknowledge that they have filedHoldings agree to (a) file, or caused cause to be filed, with the U.S. Department of Justice ("DOJ") and Federal Trade Commission ("FTC") certain filings all filings, if any, that are required in connection with the transactions contemplated hereby under the HSR Act and submitted to within ten (10) Business Days of the other party, prior to the filing thereof, their respective HSR Act filings and discussed with the other any comments the reviewing party may have had. Seller and Buyer agree to file, or cause to be filed, on or before August 26, 1997, with the DOJ and FTC all additional filings that are required in connection with the transactions contemplated hereby under the HSR Act, including reflecting that the assets used and useable in connection with the Tampa Billboard Business date of this Agreement; (as defined in the Group I Purchase Agreementb) are to be excluded from the Group I Assets and, will submit to the other party, prior to the filing thereoffiling, their respective HSR Act filing filings to be made hereunder and to discuss with the other any comments the reviewing party may have. Buyer and Seller agree to ; (ac) cooperate with each other in connection with all such HSR Act filings, which cooperation shall include furnishing the other with any information or documents that may be reasonably required in connection with such filings; (bd) promptly following the Filing of a Notification and Report Form under the HSR Act, request an early termination of the statutory filing period required to elapse after such filing; (e) promptly file, after any request by the FTC or DOJ and after appropriate negotiation with the FTC or DOJ of the scope of such request, any information or documents requested by the FTC or DOJ; and (cf) furnish each other with any correspondence from or to, and notify each other of any other communications with, the FTC or DOJ that relates relate to the transactions contemplated hereunder, and to the extent practicable, to permit each other to participate in any conferences with the FTC or DOJ; and (g) subject to the immediately following sentence, enter into reasonable stipulations, consent orders, or other agreements reasonably requested by the FTC or DOJ to ensure approval of the transaction. Notwithstanding the foregoing to the contrary, neither Holdings nor LIN-Texas shall be required hereunder to appeal any injunction, to divest any of its assets or to take any other specific step which in its sole judgement would not be in its best interest under the circumstances.