Purchase Agreement: Antitrust Strategy Control Provision | Practical Law
A Standard Clause counsel may use in a purchase or merger agreement when a party wishes to define its ability to control strategy decisions to obtain antitrust approval for the transaction. This Standard Clause is a risk-shifting provision that defines a party's ability to control where and when to make Hart-Scott-Rodino (HSR) filings or other premerger notification filings and control the parties' negotiation and defense strategy during a merger review investigation or litigation to obtain antitrust approval. This Standard Clause has integrated notes with important explanations and drafting and negotiation tips.