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 Assets and the operation of the Businesses and request written or verbal confirmation of zoning and any other compliance by the Assets with any Applicable Law. Purchaser and its representatives and consultants shall have the right to contact Governmental Authorities to pursue the issuance of any Licenses and Permits desired by Purchaser. Purchaser shall use reasonable efforts to coordinate such communication with Sellers.
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. 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. 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. 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. 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. 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 VIII.A.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 without Seller’s prior written consent, which may be withheld in Seller’s sole discretion, unless such communication is arranged by Seller. 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 (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. The Borrower shall provide promptly to the Administrative Agent copies of all material correspondence and other material information (including written summaries of material conversations) that the Borrower provides or receives from Governmental Authorities related to the Project, including (i) with respect to carbon taxes (and any analogous regime that relates to GHG management through regulatory schemes or taxation) and (ii) with respect to all matters related to achieving Electrification Completion, including power prices and transmission capacity (including the Ontario Energy Board and the Independent Electricity System Operator as well as local distribution companies, as applicable).
Communication with Governmental Authorities. Without limiting the generality of the provisions in Section 6.1.1, Purchaser shall not, through its 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 prior to the expiration of the Due Diligence Period without Seller’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. Nothing contained in this Agreement shall prohibit Purchaser from accessing publicly available databases and records with respect to obtaining information in connection with a Phase I environmental report or a Property physical condition report or reviewing zoning, building code compliance and entitlements.
