Common use of Absence of Further Requirements Clause in Contracts

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 50 contracts

Samples: Underwriting Agreement (Intellia Therapeutics, Inc.), Underwriting Agreement (Intellia Therapeutics, Inc.), Underwriting Agreement (Intellia Therapeutics, Inc.)

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Absence of Further Requirements. No consentauthorization, approval, authorizationconsent, order or order of, decree of any court or filing governmental authority or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement or in connection with the offering, issuance and or sale of the Offered Securities by the Companyhereunder, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 30 contracts

Samples: Underwriting Agreement (Healthpeak Properties, Inc.), Underwriting Agreement (Healthpeak Properties, Inc.), Underwriting Agreement (Healthpeak Properties, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 13 contracts

Samples: Underwriting Agreement (Entasis Therapeutics Holdings Inc.), Underwriting Agreement (Allena Pharmaceuticals, Inc.), Underwriting Agreement (Orbitz Worldwide, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtainedobtained under the Securities Act, or made and such as may be required under state securities laws.

Appears in 13 contracts

Samples: Equity Distribution Agreement (Washington Real Estate Investment Trust), Equity Distribution Agreement (Washington Real Estate Investment Trust), Equity Distribution Agreement (Washington Real Estate Investment Trust)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany and the Guarantor, except such as have been obtained, obtained or made and such as may be required under federal or state securities lawslaws and except as disclosed or contemplated in the General Disclosure Package and the Final Prospectus.

Appears in 12 contracts

Samples: Underwriting Agreement (Aon PLC), Underwriting Agreement (Aon PLC), Underwriting Agreement (Aon PLC)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 11 contracts

Samples: Underwriting Agreement (Black Hills Corp /Sd/), Underwriting Agreement (Black Hills Corp /Sd/), Underwriting Agreement (Black Hills Corp /Sd/)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities Shares by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 9 contracts

Samples: Sales Agreement (Revance Therapeutics, Inc.), Open Market Sale Agreement (Intellia Therapeutics, Inc.), Open Market Sale Agreement (Ra Pharmaceuticals, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 9 contracts

Samples: Underwriting Agreement (Two Harbors Investment Corp.), Underwriting Agreement (Two Harbors Investment Corp.), Underwriting Agreement (Two Harbors Investment Corp.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the OP Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany or the issuance and sale of the Company OP Units by the Operating Partnership, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 9 contracts

Samples: Underwriting Agreement (Invesco Mortgage Capital Inc.), Underwriting Agreement (Invesco Mortgage Capital Inc.), Underwriting Agreement (Invesco Mortgage Capital Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for in connection with the execution and delivery of this Agreement or the consummation of the transactions contemplated by this Agreement in connection with (including without limitation the offering, issuance and sale of the Offered Securities by the Company), except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 7 contracts

Samples: Underwriting Agreement (Associated Banc-Corp), Underwriting Agreement (Associated Banc-Corp), Underwriting Agreement (Associated Banc-Corp)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 7 contracts

Samples: Underwriting Agreement (Revance Therapeutics, Inc.), Underwriting Agreement (Revance Therapeutics, Inc.), Underwriting Agreement (Revance Therapeutics, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 7 contracts

Samples: Underwriting Agreement (Performance Health Holdings Corp.), Underwriting Agreement (Performance Health Holdings Corp.), Underwriting Agreement (Xenoport Inc)

Absence of Further Requirements. No consent, approval, authorization, or order or qualification of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 7 contracts

Samples: Underwriting Agreement (Builders FirstSource, Inc.), Underwriting Agreement (Builders FirstSource, Inc.), Underwriting Agreement (JLL Building Holdings, LLC)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 6 contracts

Samples: Underwriting Agreement (Washington Real Estate Investment Trust), Underwriting Agreement (Washington Real Estate Investment Trust), Underwriting Agreement (Washington Real Estate Investment Trust)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 6 contracts

Samples: Underwriting Agreement (Regal Entertainment Group), Underwriting Agreement (Regal Entertainment Group), Underwriting Agreement (Regal Entertainment Group)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under applicable state securities laws.

Appears in 5 contracts

Samples: Underwriting Agreement (PPG Industries Inc), Underwriting Agreement (PPG Industries Inc), Underwriting Agreement (PPG Industries Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except (i) such as have been obtainedobtained or made, or made and (ii) such as may be required under state securities lawslaws and (iii) such as may be required by the Financial Industry Regulatory Authority.

Appears in 5 contracts

Samples: Underwriting Agreement (B&G Foods, Inc.), Underwriting Agreement (B&G Foods, Inc.), Underwriting Agreement (B&G Foods, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the OP Agreement in connection with the offering, issuance and sale of the Offered Securities or the issuance and sale of the Company OP Units by the CompanyOperating Partnership, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 5 contracts

Samples: Equity Distribution Agreement (Invesco Mortgage Capital Inc.), Equity Distribution Agreement (Invesco Mortgage Capital Inc.), Equity Distribution Agreement (Invesco Mortgage Capital Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 5 contracts

Samples: Underwriting Agreement (Washington Real Estate Investment Trust), Underwriting Agreement (Washington Real Estate Investment Trust), Underwriting Agreement (Washington Real Estate Investment Trust)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body body, any accrediting agency or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, or made and such as may be required under state or federal securities laws.

Appears in 5 contracts

Samples: Underwriting Agreement (United Homes Group, Inc.), Underwriting Agreement (Conversant Capital LLC), Underwriting Agreement (Agilysys Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 5 contracts

Samples: Underwriting Agreement (Analog Devices Inc), Underwriting Agreement (Analog Devices Inc), Underwriting Agreement (Analog Devices Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities Shares by the Company, except such as have been obtained, or made and such as may be required under state securities lawslaws or the Financial Industry Regulatory Authority (“FINRA”).

Appears in 5 contracts

Samples: Open Market Sale Agreement (Corvus Pharmaceuticals, Inc.), Open Market Sale Agreement (Corvus Pharmaceuticals, Inc.), Open Market Sale Agreement (Corvus Pharmaceuticals, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement and the Deposit Agreement in connection with the offeringissuance, issuance offer and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under state securities lawsmade.

Appears in 5 contracts

Samples: Underwriting Agreement (Boqii Holding LTD), Underwriting Agreement (Lizhi Inc.), Underwriting Agreement (CooTek(Cayman)Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities lawslaws and except for the filing of the Final Prospectus under Rule 424(b) with the Commission.

Appears in 4 contracts

Samples: Underwriting Agreement (NVR Inc), Underwriting Agreement (NVR Inc), Underwriting Agreement (NVR Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities Common Shares by the Company, except (a) such as have been obtainedobtained or made, or made (b) the filing of Issuance Supplements and Current Reports on Form 8-K with respect to Issuances and (c) such as may be required under state securities laws.

Appears in 4 contracts

Samples: Sales Agency Financing Agreement (Washington Real Estate Investment Trust), Sales Agency Financing Agreement (Washington Real Estate Investment Trust), Sales Agency Financing Agreement (Washington Real Estate Investment Trust)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement and the custody agreements entered into in connection with this Agreement (the “Custody Agreements”) in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 4 contracts

Samples: Underwriting Agreement (QCP GP Investors II LLC), Underwriting Agreement (Dice Holdings, Inc.), Underwriting Agreement (Dice Holdings, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement Agreement, in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except (x) such as have been obtained, obtained or made on or prior to the date hereof and are in full force and effect and (y) such as may be required under state securities laws.

Appears in 4 contracts

Samples: Underwriting Agreement (Receptos, Inc.), Underwriting Agreement (Receptos, Inc.), Underwriting Agreement (Receptos, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by or on behalf of the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 4 contracts

Samples: Underwriting Agreement (Xencor Inc), Underwriting Agreement (Xencor Inc), Underwriting Agreement (Xencor Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanyOffering, except such as have been obtained, or made and such as may be required under state securities lawsor Blue Sky laws or the bylaws and rules of the Financial Industry Regulatory Authority, Inc. (“FINRA”) in connection with the Offering.

Appears in 4 contracts

Samples: Underwriting Agreement (Oragenics Inc), Underwriting Agreement (Pico Holdings Inc /New), Underwriting Agreement (Pico Holdings Inc /New)

Absence of Further Requirements. No consentfiling with, or authorization, approval, authorizationconsent, license, order, registration, qualification or order decree of, or filing or registration with, any person (including any court or governmental agency authority or body or any courtagency) is necessary or required for the performance by each Selling Shareholder of its obligations in connection with the sale and delivery of the Securities hereunder or the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanyAgreement, except such as have been obtained, already obtained or made and such as may be required under state securities laws.

Appears in 3 contracts

Samples: Underwriting Agreement (Bitauto Holdings LTD), Underwriting Agreement (Bitauto Holdings LTD), Underwriting Agreement (Nobao Renewable Energy Holdings LTD)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 3 contracts

Samples: Underwriting Agreement (Worthington Industries Inc), Underwriting Agreement (Worthington Industries Inc), Underwriting Agreement (Worthington Industries Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities Placement Shares by the Company, except such as have been obtained, or made and such as may be required under state securities lawsor blue sky laws and from the Financial Industry Regulatory Authority (“FINRA”).

Appears in 3 contracts

Samples: Sales Agreement (Revance Therapeutics, Inc.), Common Stock Sales Agreement (Corvus Pharmaceuticals, Inc.), Sales Agreement (Revance Therapeutics, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any Luxembourg, U.S. or other person, governmental agency or agency, body or any court) court or stock exchange is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, or made and such as may be required under U.S. state securities laws.

Appears in 3 contracts

Samples: Underwriting Agreement (Adecoagro S.A.), Underwriting Agreement (Adecoagro S.A.), Underwriting Agreement (Adecoagro S.A.)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws., the Energy Policy Act or the Federal Power Act;

Appears in 3 contracts

Samples: Underwriting Agreement (Black Hills Corp /Sd/), Underwriting Agreement (Black Hills Corp /Sd/), Underwriting Agreement (Black Hills Corp /Sd/)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 3 contracts

Samples: Underwriting Agreement (Black Hills Corp /Sd/), Underwriting Agreement (Black Hills Corp /Sd/), Underwriting Agreement (Targanta Therapeutics Corp.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanyShares, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 3 contracts

Samples: Underwriting Agreement (Ignyta, Inc.), Underwriting Agreement (Ignyta, Inc.), Underwriting Agreement (Ignyta, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities lawslaws or the Financial Industry Regulatory Authority, Inc. (“FINRA”).

Appears in 2 contracts

Samples: Underwriting Agreement (Achaogen Inc), Underwriting Agreement (Achaogen Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities and Underlying Shares by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Champion Enterprises Inc), Underwriting Agreement (Radisys Corp)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the OP Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany or the issuance and sale of the Company OP Units by the Operating Partnership, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Invesco Mortgage Capital Inc.), Underwriting Agreement (Invesco Mortgage Capital Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance offering and sale of the Offered Securities by the CompanySelling Stockholders, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Standard Parking Corp), Underwriting Agreement (Standard Parking Corp)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or either of the Indentures in connection with the offering, issuance and sale of the Offered Securities and Underlying Shares by the Company, Company except such as have been obtained, or made and such as may be required under applicable state securities laws or blue sky laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Adc Telecommunications Inc), Underwriting Agreement (Adc Telecommunications Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Washington Real Estate Investment Trust), Underwriting Agreement (Washington Real Estate Investment Trust)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this the Distribution Agreements or any Terms Agreement in connection with the offering, issuance and sale of the Offered Securities Shares by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Distribution Agency Agreement (Firstmerit Corp /Oh/), Distribution Agency Agreement (Firstmerit Corp /Oh/)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany and the Guarantors, except such as have been obtainedobtained or, in respect of the Indenture, will be obtained as of the Closing Date, or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (B&G Foods, Inc.), Underwriting Agreement (B&G Foods, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except (A) such as have been obtainedobtained or made, or (B) securities filings with the Commission that will be made prior to the First Closing Date and are contemplated by this Agreement, and (C) such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Textura Corp), Underwriting Agreement (Textura Corp)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities Shares by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Equity Distribution Sales Agreement (Black Hills Corp /Sd/), Equity Distribution Sales Agreement (Black Hills Corp /Sd/)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities lawslaws or the Financial Industry Regulatory Authority (“FINRA”).

Appears in 2 contracts

Samples: Underwriting Agreement (Corvus Pharmaceuticals, Inc.), Underwriting Agreement (Corvus Pharmaceuticals, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Equity Distribution Agreement (Two Harbors Investment Corp.), Equity Distribution Agreement (Two Harbors Investment Corp.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities lawsor “blue sky” laws and except for the filing of the Final Prospectus under Rule 424(b) with the Commission.

Appears in 2 contracts

Samples: Underwriting Agreement (Oceaneering International Inc), Underwriting Agreement (Oceaneering International Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities lawslaws or rules and regulations of FINRA.

Appears in 2 contracts

Samples: Underwriting Agreement (MyoKardia Inc), Underwriting Agreement (MyoKardia Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except (a) such as have been obtained, or made and such as may be required under state securities laws, or (b) as may be required by the rules of the Financial Industry Regulatory Authority, Inc. (“FINRA”).

Appears in 2 contracts

Samples: Underwriting Agreement (Cobalt International Energy, Inc.), Underwriting Agreement (Cobalt International Energy, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order or qualification of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Builders FirstSource, Inc.), Underwriting Agreement (Warburg Pincus Private Equity IX, L.P.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities Notes by the Company, except (i) such as are required under the Securities Laws, (ii) such as have been obtained, obtained or made and or (iii) such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Atwood Oceanics Inc), Underwriting Agreement (Atwood Oceanics Inc)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under applicable state securities laws.;

Appears in 2 contracts

Samples: Underwriting Agreement (Syntel Inc), Underwriting Agreement (Syntel Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement and any Terms Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the CompanyIssuer, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Distribution Agreement (Credit Suisse / /Fi), Distribution Agreement (Credit Suisse Group)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained by the Company or any of its subsidiaries for the consummation of the transactions contemplated by this Agreement Agreement, in connection with the offering, issuance and sale of the Offered Securities by or the CompanyCredit Agreement, except (x) such as have been obtained, obtained or made on or prior to the date hereof and (y) such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Roundy's Parent Company, Inc.), Underwriting Agreement (Roundy's Parent Company, Inc.)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities and the Underlying Shares by the Company, except such as have been obtained, obtained or made and such as may be required by the NASD or under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Washington Real Estate Investment Trust), Underwriting Agreement (Washington Real Estate Investment Trust)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities and Underlying Shares by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Washington Real Estate Investment Trust), Underwriting Agreement (Washington Real Estate Investment Trust)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company or the Guarantors of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany and the Guarantors, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Valmont Industries Inc), Underwriting Agreement (Valmont Industries Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement and the Deposit Agreement (collectively, the “Transaction Documents”) in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Sohu Com Inc), Underwriting Agreement (Changyou.com LTD)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Internet Brands, Inc.), Underwriting Agreement (Comscore, Inc.)

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Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except (i) such as have been obtained, or made and such as may be required under state securities laws, or (ii) as may be required by the rules of the Financial Industry Regulatory Authority, Inc. (“FINRA”).

Appears in 2 contracts

Samples: Underwriting Agreement (Cobalt International Energy, Inc.), Underwriting Agreement (Cobalt International Energy, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance offering and sale of the Offered Securities by the CompanySecurities, except (i) such as have been obtained, or made and such as may be required under state securities laws, or (ii) as may be required by the rules of the Financial Industry Regulatory Authority, Inc. (“FINRA”).

Appears in 2 contracts

Samples: Underwriting Agreement (Cobalt International Energy, Inc.), Underwriting Agreement (Cobalt International Energy, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under applicable state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Syntel Inc), Underwriting Agreement (Syntel Inc)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySelling Stockholder, except such as have been obtained, obtained or made and such as may be required under applicable state securities laws.

Appears in 2 contracts

Samples: Underwriting Agreement (Syntel Inc), Underwriting Agreement (Syntel Inc)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) court or, to our knowledge any other person, is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany and the Guarantors, except such as have has been obtained, obtained or made and such as may be required under state securities laws.;

Appears in 2 contracts

Samples: Underwriting Agreement (Valmont Industries Inc), Underwriting Agreement (Valmont Industries Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, or made and such (A) as may be required under federal or state securities lawslaws and (B) for those which the failure to obtain or make would not have an adverse effect on the ability of the Company to execute, deliver and perform the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (STR Holdings, Inc.), Underwriting Agreement (STR Holdings (New) LLC)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required by the NASD or under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Washington Real Estate Investment Trust)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Codexis Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by or on behalf of the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities lawsSecurities Laws.

Appears in 1 contract

Samples: Underwriting Agreement (Aquinox Pharmaceuticals, Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany or the issuance and sale of the Company OP Units by the Operating Partnership, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Invesco Mortgage Capital Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities Placement Shares by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Sales Agreement (Revance Therapeutics, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the OP Agreement in connection with the offering, issuance and sale of the Offered Securities Shares by the CompanyCompany or the issuance and sale of the Company OP Units by the Operating Partnership, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Distribution Agreement (Invesco Mortgage Capital Inc.)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the CompanyIssuer and the Guarantors, except such as have been obtained, obtained or made and such as may be required under federal or state securities lawslaws and except as disclosed or contemplated in the General Disclosure Package and the Final Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Aon PLC)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company or Wind LLC for the consummation of the transactions contemplated by this Agreement and the Reorganization Transactions in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except (x) such as have been obtained, obtained or made or that will have been obtained or made prior to the Closing Date and (y) such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (First Wind Holdings Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under state securities lawslaws and under the NASDAQ Stock Market.

Appears in 1 contract

Samples: Underwriting Agreement (Dollar Financial Corp)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement and any Forward Contracts in connection with the offering, issuance and sale of the Offered Securities Placement Shares by the Company, except such as have been obtainedobtained under the Securities Act, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Equity Distribution Agreement (Elme Communities)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Realpage Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities Shares by the Company, or the execution, delivery or performance of any Confirmation, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Equity Distribution Agreement (Black Hills Corp /Sd/)

Absence of Further Requirements. No consent, approval, authorization, order, decree, registration or order of, qualification of or filing with any court or registration with, any person (including any governmental agency or body or any court) is required for the consummation by the Company of the transactions contemplated by this Agreement or in connection with the offering, issuance and sale of the Offered Securities by the Companyhereunder, except such as have been obtainedobtained or rendered, as the case may be, or made and such as may be required under state securities or blue sky laws.

Appears in 1 contract

Samples: Purchase Agreement (Apache Corp)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by and the CompanyUnderlying Shares, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Two Harbors Investment Corp.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany and the Guarantors, except such as are required under the Securities Laws, such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Key Energy Services Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company or its subsidiaries for the consummation of the transactions contemplated by this Agreement or was required in connection with the previous offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made or will be obtained or made prior to the First Closing Date and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Walker & Dunlop, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, or made made, and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (CURO Group Holdings Corp.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the execution and delivery of, and the consummation of the transactions contemplated by by, this Agreement and the Deposit Agreement (collectively, the “Transaction Documents”) in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Zhaopin LTD)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the CompanyCompany and the Guarantors, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Regal Cinemas II, LLC)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtainedobtained or made, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Tim W.E. Sgps, S.A.)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required by FINRA or under state securities laws.;

Appears in 1 contract

Samples: Underwriting Agreement (Bristow Group Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or obtained and made under the Act and such as may be required under any state or foreign securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Cb Richard Ellis Group Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities and the Guarantees by the CompanyCompany and the Guarantors, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Community Health Systems Inc)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) court is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under state securities laws.;

Appears in 1 contract

Samples: Underwriting Agreement (Proofpoint Inc)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Mariner Energy Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by the Terms Agreement (including the provisions of this Agreement Agreement) or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Credit Suisse Group Capital (Delaware) Trust II)

Absence of Further Requirements. No consent, approval, authorization, authorization or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement and the Indenture in connection with the offering, issuance and sale of the Offered Securities and Underlying Shares by the Company, except such as have been obtained, or made and such as may be required under state securities laws.;

Appears in 1 contract

Samples: Purchase Agreement (Rudolph Technologies Inc)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance offering and sale of the Offered Securities by the CompanySelling Stockholder, except such as have been obtained, or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Green Brick Partners, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as (1) have been obtained, obtained or made and such as may be required under state or foreign securities lawslaws or (2) the failure to obtain or make would not result, individually or in the aggregate, in a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (City National Corp)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Units Agreements in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Black Hills Corp /Sd/)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Offered Securities by the Company, except (i) such as have been obtainedobtained or made, or made and (ii) such as may be required under state securities laws.laws and (iii) such as may be required by the National Association of Securities Dealers, Inc.

Appears in 1 contract

Samples: Underwriting Agreement (B&G Foods, Inc.)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required for the consummation of the transactions contemplated by this Agreement or the Indenture in connection with the offering, issuance and sale of the Offered Securities by the Company, except such as have been obtained, obtained or made and such as may be required under the Act and the rules and regulations thereunder, the Exchange Act and the rules and regulations thereunder, the Rules and Regulations and state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Ferro Corp)

Absence of Further Requirements. No consent, approval, authorization, or order of, or filing or registration with, any person (including any governmental agency or body or any court) is required to be obtained or made by the Company for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance offering and sale of the Offered Securities by the CompanySecurities, except such as have been obtained, obtained or made and such as may be required under state securities laws.

Appears in 1 contract

Samples: Underwriting Agreement (Realpage Inc)

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