A Standard Clause that may be used in a purchase or merger agreement when a buyer wishes to limit its obligation to make divestitures in a transaction that may be subject to an enforcement action by an antitrust regulator. This Standard Clause discusses different types of divestiture limitations, such as where a buyer agrees to divest only those assets generating up to a certain amount of revenue, known as a divestiture cap, or agrees only to divest specified assets, assets that would not cause a material adverse effect, or those it considers non-material. This Standard Clause has integrated drafting notes with important explanations and drafting and negotiating tips.