Communication with Governmental Authorities. Purchaser and its representatives and consultants shall have the right to review building department, health department and other local Governmental Authority records with respect to the Real Property and the operation of the Business and request written or verbal confirmation of zoning and any other compliance by the Real Property or the Business with any Applicable Laws.
Communication with Governmental Authorities. Prior to Closing, Purchaser and Seller shall consult with one another and keep each other informed with respect to high level communications between senior executives of Purchaser and senior officials of any Governmental Authority with respect to the foregoing. Notwithstanding the foregoing, prior to Closing, in no event shall any Purchaser Party provide to any Governmental Authority, other than a Governmental Lender, any information concerning any Environmental Condition (except to the extent required by Law) without first obtaining Seller's prior written consent thereto, which consent shall not be unreasonably withheld. "Governmental Authority" means the United States of America, the State, County and City of New York, and any political subdivision,
Communication with Governmental Authorities. Without limiting the generality of the provisions in Section 8.1.1 hereof, Purchaser shall be permitted to communicate with any Governmental Authority or any official, employee or representative thereof, involving any matter with respect to the Property or the Business, provided that Purchaser shall give prior notice to Seller.
Communication with Governmental Authorities. Except for matters that would not reasonably be expected to have a Material Adverse Effect, neither the Company nor any of its subsidiaries nor any manufacturing site owned by the Company nor, to the knowledge of the Company, any contract manufacturer of the Company’s products has been subject to a shutdown or import or export prohibition by the U.S. Federal Trade Commission, the FDA, the U.S. Department of Health and Human Services Office of Inspector General (“HHS-OIG”) or any other Governmental Authority (including those having authority following consummation of the transactions contemplated hereby) in the last three years.
Communication with Governmental Authorities. The Purchaser and its representatives and consultants shall have the right to review building department, health department and other local Governmental Authority records with respect to the Assets and the operation of the Businesses and, in consultation and coordination with the Sellers, request written or verbal confirmation of zoning and any other compliance by the Assets or the Businesses with any Applicable Laws. At the request of the Purchaser, the Sellers shall promptly execute and deliver to the Purchaser letters and authorizations addressed to such applicable Governmental Authorities having jurisdiction as may be requested by the Purchaser or its solicitors from time to time, acting reasonably, authorizing each such Governmental Authority to release to the Purchaser all information that such authority may have with respect to the Assets but the Sellers will not authorize nor will the Purchaser request any such Governmental Authority to inspect the Real Property.
Communication with Governmental Authorities. Without limiting the generality of the provisions in Section 8.1(a), Purchaser shall not, through its officers, employees, managers, contractors, consultants, agents, representatives or any other Person, directly or indirectly, communicate with any Governmental Authority or any official, employee or representative thereof, involving any matter with respect to the Property or the Business without Seller's prior written consent, which consent shall not be unreasonably withheld or delayed.
Communication with Governmental Authorities. Without limiting the generality of the provisions in Section 8.1.1 and except as otherwise permitted or required by this Agreement, Purchaser shall not, through its officers, employees, managers, contractors, consultants, agents, representatives or any other Person (including, without limitation, Purchaser’s Inspectors), directly or indirectly, communicate with any Governmental Authority or any official, employee or representative thereof, involving any matter with respect to the Property or the Business without Seller’s prior written consent, which may be withheld in Seller’s sole discretion. Notwithstanding the foregoing, Purchaser and its representatives and consultants shall have the right, without any requirement to obtain the consent of Seller, to (i) review building department, health department and other local Governmental Authority records with respect to the Real Property and the operation of the Business and to request confirmations or certifications from zoning or land use authorities or departments regarding the compliance of the Property with zoning and land use laws, and (ii) apply to the applicable Governmental Authority for any licenses or permits necessary or desirable for the Purchaser’s continued operation of the Business after the Closing.
Communication with Governmental Authorities. Except as otherwise provided herein, and subject to Article 7 hereof, from and after the Effective Date, Administrator shall have the authority under this Agreement to communicate, make filings and correspond with Governmental Authorities solely with respect to the Administrative Services, but only to the extent such communications, filings and correspondence are made in the ordinary course of the administration of the Reinsured Contracts and Reinsured Liabilities and are not reasonably likely to expose the Company or its Affiliates to criminal penalty, fines, charges, Taxes or other amounts in connection therewith, any civil penalty, fine or charge by an insurance regulator or attorney general, any loss for which the Company is not reinsured or indemnified under this Agreement or the Reinsurance Agreement, or any revocation, restriction, limitation, suspension or other regulatory action in respect of any of the Company’s state insurance licenses. Any communications, filings, or correspondence with Governmental Authorities outside of the authority specifically provided to Administrator under this Section 2.6 shall only be made with the prior written approval of the Company. The Company shall have the right to review and copy all communications, filings, and correspondence with respect to the Administrative Services, whether made to or received from Governmental Authorities by Administrator, upon reasonable prior notice and at the Company’s sole expense.
Communication with Governmental Authorities. Without limiting the generality of the provisions in Section 8.1.1, Purchaser shall not, through its officers, employees, managers, contractors, consultants, agents, representatives or any other Person (including, without limitation, Purchaser’s Inspectors), directly or indirectly, communicate with any Governmental Authority or any official, employee or representative thereof, involving any matter with respect to the Property or the Business prior to the expiration of the Due Diligence Period. Notwithstanding the foregoing, Purchaser and its representatives and consultants shall have the right, without any requirement to obtain the consent of Seller, to review building department, health department and other local Governmental Authority records with respect to the Real Property and the operation of the Business.
Communication with Governmental Authorities. As between the Parties, Customer shall have the sole right to communicate with the appropriate Governmental Authorities relating to the Product, and Xxxxxx shall have no right to do so unless required to do so by Applicable Laws. Corden shall provide Customer or its Affiliate, in a timely manner, all information in Corden’s (or its Affiliate’s) possession or control concerning the Product which is reasonably requested by Customer (or its Affiliates) and which is reasonably necessary to meet Customer’s (and its Affiliate’s) regulatory obligations. Corden shall immediately notify Customer of any Governmental Authority request for samples of the Product, or Executed Batch Records or Master Batch Records or any other information related to the Product and will not provide such material, records or information until such notification is made to Customer.
