Common use of Approvals, Licenses and Authorizations Clause in Contracts

Approvals, Licenses and Authorizations. (a) Except as set forth in Section 2.3(a) of the Disclosure Schedule, no order, license, consent, waiver, authorization or approval of, or exemption by, or the giving of notice to, or the registration with, or the taking of any other action in respect of, any Person not a party to this Agreement, including any Governmental Entity, and no filing, recording, publication or registration in any public office or any other place is now, or under existing law in the future will be, necessary on behalf of the Seller or any of the Shareholders to authorize the execution, delivery and performance of this Agreement or any other agreement contemplated hereby to be executed and delivered by the Seller or any of the Shareholders and the consummation of the transactions contemplated hereby or thereby (including, but not limited to, assignment of the Transferred Assets), or to effect the legality, validity, binding effect or enforceability thereof.

Approvals, Licenses and Authorizations. (a) Except as set forth in Section 2.3(a) for the receipt of the Disclosure Scheduleall Required Consents, no order, license, consent, waiver, authorization or approval of, or exemption by, or the giving of notice to, or the registration with, or the taking of any other action in respect of, any Person not a party to this Agreement, including any Governmental Entity, and no filing, recording, publication or registration in any public office or any other place is now, or under existing law in the future will be, necessary on behalf of the Seller Sellers or any of the Shareholders to authorize the execution, delivery and performance of this Agreement or any other agreement contemplated hereby to be executed and delivered by the Seller Sellers or any of the Shareholders and the consummation of the transactions contemplated hereby or thereby (including, but not limited to, assignment of the Transferred Assets), or to effect the legality, validity, binding effect or enforceability thereof.

Approvals, Licenses and Authorizations. (a) Except as set forth in Section 2.3(a) of the Disclosure Schedulewould not have a material adverse effect or as will be acquired as contemplated by this Agreement, no order, license, consent, waiver, authorization or approval of, or exemption by, or the giving of notice to, or the registration with, or the taking of any other action in respect of, any Person not a party to this Agreement, including any Governmental Entityentity, and no filing, recording, publication or registration in any public office or any other place is now, or under existing law in the future will be, necessary on behalf of the Seller or any of the Shareholders Buyers to authorize the their execution, delivery and performance of this Agreement or any other agreement contemplated hereby to be executed and delivered by the Seller or any of the Shareholders Buyers and the consummation of the transactions contemplated hereby or thereby (including, but not limited to, assignment of the Transferred Assets), or to effect the legality, validity, binding effect or enforceability thereof.

Approvals, Licenses and Authorizations. (a) Except as set forth in Section 2.3(a) of the Disclosure Schedulewould not have a material adverse effect or as will be acquired as contemplated by this Agreement, no order, license, consent, waiver, authorization or approval of, or exemption by, or the giving of notice to, or the registration with, or the taking of any other action in respect of, any Person not a party to this Agreement, including any Governmental Entity, and no filing, recording, publication or registration in any public office or any other place is now, or under existing law in the future will be, necessary on behalf of the Seller or any of the Shareholders Sellers or the Shareholder to authorize the their execution, delivery and performance of this Agreement or any other agreement contemplated hereby to be executed and delivered by the Seller or any of the Shareholders Sellers or the Shareholder and the consummation of the transactions contemplated hereby or thereby (including, but not limited to, assignment of the Transferred Assets), or to effect the legality, validity, binding effect or enforceability thereof.