Authorization; Governmental Approvals. The execution and delivery by the Company of this Amendment and the consummation of the transactions contemplated hereby (i) have been duly authorized by all necessary corporate action on the part of the Company and (ii) do not and will not require any authorization, consent, approval or license from or any registration, qualification, designation, declaration or filing with, any court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign.
Authorization; Governmental Approvals i. The execution and delivery of this Agreement and the other Transaction Documents, the consummation by the Company of the transactions herein and therein contemplated to be consummated by the Company, the issuance, sale and delivery of the Purchased Securities to Purchaser in accordance with this Agreement and the issuance and delivery of the shares of Common Stock issuable upon conversion of the Purchased Shares and exercise of the Purchased Warrant (the “Conversion Shares”) in accordance with the terms of the Series J Certificate of Designation and the Purchased Warrant have been duly authorized by all necessary corporate action on the part of the Company.
Authorization; Governmental Approvals i. The execution and delivery of this Agreement and the other Transaction Documents, the consummation by the Company of the transactions herein and therein contemplated to be consummated by the Company, the issuance, sale and delivery of the Purchased Shares to Purchaser in accordance with this Agreement and the issuance and delivery of the shares of Common Stock issuable upon conversion of the Purchased Shares (the “Conversion Shares”) in accordance with the terms of the Series H Certificate of Designation have each been duly authorized by all necessary corporate action on the part of the Company.
Authorization; Governmental Approvals. The execution, delivery and performance by Borrower and each pledgor under any Pledge Agreement of the Financing Documents to which it is or may become a party, the borrowings contemplated by the provisions of this Agreement, the execution, issuance and delivery of the Notes to evidence such borrowings and in payment of interest thereon, and the consummation by Borrower or any such pledgor of the transactions herein and therein contemplated to be consummated by Borrower or any such pledgor have been duly authorized by all necessary corporate action on the part of Borrower or such pledgor, as the case may be. No authorization, consent, approval, license or exemption of, and no registration, notice, qualification, designation, declaration or filing with or to, any court, government or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, and no vote, authorization, consent or approval of directors, shareholders or similar Persons with respect to Borrower or any such pledgor, is necessary to or for the valid execution and delivery by Borrower or any such pledgor of the Financing Documents to which it is or may become a party, the borrowings contemplated by the provisions of this Agreement, the valid execution, issuance and delivery by Borrower of the Notes to evidence such borrowings and in payment of interest thereon, or the consummation by Borrower or any such pledgor of the transactions herein and therein contemplated to be consummated by Borrower or any such pledgor, other than such items the absence of which, in the aggregate, have not had, and are not reasonably expected to have, a Material Adverse Effect.
Authorization; Governmental Approvals. The execution and delivery of this Agreement and the other Transaction Documents and all other instruments, documents and agreements contemplated or required by the provisions hereof or thereof to be executed and delivered by Napo and the consummation by Napo of the transactions herein and therein contemplated to be consummated by Napo have each been duly authorized by all necessary corporate action on the part of Napo. No authorization, consent, approval, license or exemption of, and no registration, qualification, designation, declaration or filing with, any Person, court or Governmental Authority for (a) the valid execution and delivery of this Agreement by Napo, (b) the execution and delivery by Napo of the other Transaction Documents and all other instruments, documents and agreements contemplated or required by the provisions hereof or thereof and to be executed and delivered by Napo, (c) the execution, issuance and delivery by Napo of the Notes, or (d) the consummation by Napo of the transactions herein and therein contemplated to be consummated by Napo, in each case other than as has been made or obtained as of the date hereof.
Authorization; Governmental Approvals. The execution, delivery and performance by the Company of each of the Loan Documents, the actions taken by the Company in connection with the borrowings hereunder (the "Transactions") (a) have been duly authorized by all requisite corporate and, if required, stockholder action and (b) will not (i) violate (A) any provision of law, statute, rule or regulation, or of the certificate or articles of incorporation or other constitutive documents or by-laws of the Company or any Subsidiary, (B) any order of any Governmental Authority applicable to the Company or (C) any provision of any indenture, agreement or other instrument to which the Company or any Subsidiary is a party or by which any of them or any of their property is or may be bound, (ii) be in conflict with, result in a breach of or constitute (alone or with notice or lapse of time or both) a default under any such indenture, agreement or other instrument or (iii) result in the creation or imposition of any Lien upon any property or assets of the Company or any Subsidiary except Liens set forth on Schedule 6.01. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other person is required for the due execution, delivery or performance by the Company of this Agreement, or any other Loan Document to which it is a party.
Authorization; Governmental Approvals. The execution, delivery and performance by each of the Loan Parties of each of the Loan Documents, and the actions taken by each of the Loan Parties in connection with the Transactions (a) have been duly authorized by all requisite limited liability company or corporate and, if required, stockholder action and (b) will not (i) violate (A) any provision of law, statute, rule or regulation, or of the certificate or articles of incorporation or other charter documents or by-laws or operating agreement of any Loan Party or any Subsidiary or (B) any order of any Governmental Authority applicable to any Loan Party, (ii) violate or result in a default under any indenture, material agreement or other material instrument to which any Loan Party or any Subsidiary is a party or by which any of them or any of their property is or may be bound or (iii) result in the creation or imposition of any Lien upon any property or assets of any Loan Party or any Subsidiary. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person is required for the due execution, delivery or performance by any Loan Party of this Agreement, or any other Loan Document to which it is a party, except such as have been obtained or made and are in full force and effect.
Authorization; Governmental Approvals. The execution and delivery by Abakan of this Amendment and the consummation of the transactions contemplated hereby (i) have been duly authorized by all necessary corporate action on the part of Abakan and (ii) do not and will not require any authorization, consent, approval or license from or any registration, qualification, designation, declaration or filing with, any court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign.
Authorization; Governmental Approvals. The execution and delivery MesoCoat and Powdermet of this Amendment and the consummation of the transactions contemplated hereby (i) have been duly authorized by all necessary corporate action on the part of MesoCoat and Powdermet and (ii) do not and will not require any authorization, consent, approval or license from or any registration, qualification, designation, declaration or filing with, any court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign.
Authorization; Governmental Approvals. The execution, delivery and performance by each of the Credit Parties of each of the Loan Documents, and the actions taken by each of the Credit Parties in connection with the borrowings hereunder (the “Transactions”) (a) have been duly authorized by all requisite limited liability company or corporate and, if required, stockholder action and (b) will not (i) violate (A) any provision of law, statute, rule or regulation, or of the certificate or articles of incorporation or other charter documents or by-laws or operating agreement of any Credit Party or any Subsidiary, (B) any order of any Governmental Authority applicable to any Credit Party or (C) any provision of any indenture, agreement or other instrument to which any Credit Party or any Subsidiary is a party or by which any of them or any of their property is or may be bound, (ii) be in conflict with, result in a breach of or constitute (alone or with notice or lapse of time or both) a default under any such indenture, agreement or other instrument or (iii) result in the creation or imposition of any Lien upon any property or assets of any Credit Party or any Subsidiary except any Lien set forth on Schedule 6.01 (each a “Permitted Lien” and collectively, “Permitted Liens”). No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person is required for the due execution, delivery or performance by any Credit Party of this Agreement, or any other Loan Document to which it is a party. Section 3.03
