Common use of Adverse Change, Approvals Clause in Contracts

Adverse Change, Approvals. (a) Since December 31, 2012, nothing shall have occurred which, either individually or in the aggregate, has had, or could reasonably be expected to have, a Material Adverse Effect. On or prior to the Effective Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the Transactions, the other transactions contemplated hereby and the granting of Liens under the Loan Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the consummation of the Transactions or the other transactions contemplated by the Loan Documents or otherwise referred to herein or therein. On the Effective Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions or the other transactions contemplated by the Loan Documents or otherwise referred to herein or therein.

Appears in 2 contracts

Samples: Debtor in Possession Credit Agreement (GSE Holding, Inc.), Dip Credit Agreement

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Adverse Change, Approvals. (a) Since December October 31, 20122011, nothing shall have occurred which, either individually (and neither any Agent nor any Lender shall have become aware of any facts or in conditions not previously known) which such Agent or the aggregate, Required Lenders shall determine has had, or could reasonably be expected to have, have a Material Adverse Effect. . (b) On or prior to the Effective Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the TransactionsTransaction, the other transactions contemplated hereby and the granting of Liens under the Loan Credit Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the consummation of the Transactions Transaction or the other transactions contemplated by the Loan Credit Documents or otherwise referred to herein or therein. On the Effective Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions Transaction or the other transactions contemplated by the Loan Documents or otherwise referred to herein or thereinCredit Documents.

Appears in 2 contracts

Samples: Abl Credit Agreement (Ciena Corp), Abl Credit Agreement (Ciena Corp)

Adverse Change, Approvals. (a) Since December 31, 20122009, nothing shall have occurred which, either individually (and neither the Administrative Agent nor any Lender shall have become aware of any facts or in the aggregate, conditions not previously known) which has had, or could reasonably be expected to have, a Material Adverse Effect. . (b) On or prior to the Effective Funding Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the TransactionsTransaction, the other transactions contemplated hereby and the granting of Liens under the Loan Credit Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the consummation of the Transactions or Transactions, the other transactions contemplated by the Loan Credit Documents or otherwise referred to herein or therein. On the Effective Funding Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions or the other transactions contemplated by the Loan Documents or otherwise referred to herein or thereinTransactions.

Appears in 1 contract

Samples: Credit Agreement (Endeavour International Corp)

Adverse Change, Approvals. (ai) Since December 31, 20122011, nothing shall have occurred which, either individually (and neither the Administrative Agent nor any Lender shall have become aware of any facts or in the aggregate, conditions not previously known) which has had, or could reasonably be expected to have, a Material Adverse Effect. . (ii) On or prior to the Effective Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the Transactionsthose of the Transactions to be consummated on the Effective Date, the other transactions contemplated hereby and the granting of Liens under the Loan Credit Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the consummation of the Transactions or such Transactions, the other transactions contemplated by the Loan Credit Documents or otherwise referred to herein or therein. On the Effective Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions or the other transactions contemplated by the Loan Documents or otherwise referred to herein or thereinTransactions.

Appears in 1 contract

Samples: Credit Agreement (Endeavour International Corp)

Adverse Change, Approvals. (a) Since December 31, 20122011, nothing shall have occurred which, either individually (and neither the Administrative Agent nor any Lender shall have become aware of any facts or in conditions not previously known) which the aggregate, Administrative Agent or the Required Lenders shall determine has had, or could reasonably be expected to have, have a Material Adverse Effect. . (b) On or prior to the Effective Initial Borrowing Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the TransactionsTransaction, the other transactions contemplated hereby and the granting of Liens under the Loan Credit Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the consummation of the Transactions Transaction or the other transactions contemplated by the Loan Documents or otherwise referred to herein or thereinDocuments. On the Effective Initial Borrowing Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions Transaction or the other transactions contemplated by the Loan Documents or otherwise referred to herein or thereinDocuments.

Appears in 1 contract

Samples: Abl Credit Agreement (Par Petroleum Corp/Co)

Adverse Change, Approvals. (a) Since December 31, 20122008, nothing shall have occurred which, either individually (and the Administrative Agent shall not have become aware of any facts or in the aggregate, has had, or could conditions not previously known) that would reasonably be expected to have, have (i) a Material Adverse Effect. Effect or (ii) a material adverse effect on the Transaction. (b) On or prior to the Effective Closing Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the TransactionsTransaction, the other transactions contemplated hereby and the granting of Liens under the Loan Credit Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the consummation of the Transactions Transaction or the other transactions contemplated by the Loan Documents or otherwise referred to herein or therein. On the Effective Closing Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions or the other transactions contemplated by the Loan Documents or otherwise referred that would reasonably be expected to herein or thereinhave a Material Adverse Effect.

Appears in 1 contract

Samples: Second Lien Credit Agreement (HUGHES Telematics, Inc.)

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Adverse Change, Approvals. (a) Since December 31, 20122006, nothing shall have occurred which, either individually (and the Administrative Agent shall not have become aware of any facts or in the aggregate, has had, or could conditions not previously known) that would reasonably be expected to have, have (i) a Material Adverse Effect. Effect or (ii) a material adverse effect on the Transaction. (b) On or prior to the Effective Closing Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the TransactionsTransaction, the other transactions contemplated hereby and the granting of Liens under the Loan Credit Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the consummation of the Transactions Transaction or the other transactions contemplated by the Loan Documents or otherwise referred to herein or therein. On the Effective Closing Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions or the other transactions contemplated by the Loan Documents or otherwise referred that would reasonably be expected to herein or thereinhave a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (HUGHES Telematics, Inc.)

Adverse Change, Approvals. (a) Since December 31June 30, 20122017, nothing there shall have occurred whichbeen no event or circumstance, either individually or in the aggregate, that has had, had or could reasonably be expected to have, have a Material Adverse Effect. . (b) On or prior to the Effective Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the TransactionsTransaction (and the payment of all fees, costs and expenses in connection therewith) and the other transactions contemplated hereby and the granting of Liens under the Loan Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which which, in the reasonable judgment of the Administrative Agent, restrains, prevents prevents, or imposes materially adverse conditions upon upon, the consummation of the Transactions Transaction or the other transactions contemplated by the Loan Credit Documents or otherwise referred to herein or therein. On the Effective Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions Transaction or the other transactions contemplated by the Loan Credit Documents or otherwise referred to herein or therein.

Appears in 1 contract

Samples: Credit Agreement (Magellan Health Inc)

Adverse Change, Approvals. (a) Since December 31, 20122011, nothing shall have occurred which, either individually (and Payee has not become aware of any facts or in the aggregate, conditions not previously known) which has had, or could reasonably be expected to have, a Material Adverse Effect. . (b) On or prior to the Effective Date, all necessary governmental (domestic and foreign) and material third party approvals and/or consents in connection with the TransactionsTransaction, the other transactions contemplated hereby and the granting of Liens under the Loan Reimbursement Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired without any action being taken by any competent authority which restrains, prevents or imposes materially adverse conditions upon the consummation of the Transactions or Transactions, the other transactions contemplated by the Loan Documents Reimbursement Documents, or otherwise referred to herein or therein. On the Effective Date, there shall not exist any judgment, order, injunction or other restraint issued or filed or a hearing seeking injunctive relief or other restraint pending or notified prohibiting or imposing materially adverse conditions upon the Transactions or the other transactions contemplated by the Loan Documents or otherwise referred to herein or thereinTransactions.

Appears in 1 contract

Samples: Reimbursement Agreement (Endeavour International Corp)

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