Consents; Authorizations; Approval of Legal Matters. All authorizations, Orders, or Consents of any Governmental Body required to consummate the issuance and sale of the Purchased Shares to Purchaser shall have been obtained. Issuer shall have received a certificate dated as of the relevant Closing Date, executed by Purchaser to the foregoing effect, and Issuer shall be reasonably satisfied with the terms, conditions, and restrictions of and obligations under each such authorization, Order, or Consent.
Consents; Authorizations; Approval of Legal Matters. All authorizations, Orders, or Consents of any Governmental Authority or Nasdaq, if any, required to consummate the issuance and sale of the Purchased Shares to Purchaser shall have been obtained. Purchaser shall have received a certificate dated as of the relevant Closing Date, executed by Issuer to the foregoing effect, and Purchaser shall be reasonably satisfied with the terms, conditions, and restrictions of and obligations under each such authorization, Order, or Consent.
Consents; Authorizations; Approval of Legal Matters. Purchaser shall --------------------------------------------------- have received a true and correct copy of each consent and waiver identified on any Schedule hereto as being requested by Purchaser that is (a) required for the assignment of the Contracts (including, without limitation, all documents evidencing Seller's interest in the Leased Real Property, and all sidetrack and industrial track agreements benefiting the Leased Real Property or the Real Property with respect to tracks presently being used by Seller), Permits, Intellectual Property, and other agreements and assets and (b) otherwise required for the execution, delivery, and performance of this Agreement by Seller. All authorizations, orders, or approvals of any governmental commission, board, or other regulatory body, shall have been obtained. Purchaser shall have received a certificate dated as of the Closing Date, executed by an authorized officer of Seller to the foregoing effect, and Purchaser shall be reasonably satisfied with the terms, conditions, and restrictions of and obligations under each such authorization, order, or approval. Additionally, Seller shall have complied with any and all options, repurchase agreements, and rights of first refusal relating to the Acquired Assets such that all applicable rights of third parties thereunder have either expired, lapsed or been waived.
Consents; Authorizations; Approval of Legal Matters. Purchaser shall have received a complete and correct copy of each consent and waiver identified on SCHEDULE 4.5 (other than the Major Equipment Leases). All authorizations, orders, or approvals of any governmental commission, board, or other regulatory body, shall have been obtained. Purchaser shall be reasonably satisfied with the terms, conditions, and restrictions of and obligations under each such authorization, order, or approval. Additionally, each Seller shall have complied with any and all options, repurchase agreements, and rights of first refusal relating to the Acquired Assets such that all applicable rights of third parties thereunder have either expired, lapsed or been waived.
Consents; Authorizations; Approval of Legal Matters. Purchaser shall have received a true and correct copy of each consent and waiver identified on any Schedule hereto as being requested by Purchaser that is (a) required for the assignment of the Contracts, the Transferred Benefit Plans, or the Real Property Leases (including, without limitation, all documents evidencing Seller's interest in the Leased Real Property, and all sidetrack and industrial track agreements benefiting the Leased Real Property or the Real Property with respect to tracks presently being used by Seller), Permits, Intellectual Property, and other agreements and assets and (b) otherwise required for the execution, delivery, and performance of this Agreement by Seller. All authorizations, orders, or approvals of any governmental commission, board, or other regulatory body, shall have been obtained. Purchaser shall have received a certificate dated as of the Closing Date, executed by an authorized officer of Seller to the foregoing effect, and Purchaser shall be satisfied with the terms, conditions, and restrictions of and obligations under each such authorization, order, or approval.
Consents; Authorizations; Approval of Legal Matters. Purchaser shall have received a true and correct copy of each Consent, order and waiver that is (a) required for the assignment of the Permits and (b) otherwise required for the execution, delivery, and performance of this Agreement by Sellers. All Permits (including Environmental Permits) or Orders of any Regulatory Authority shall have been obtained or otherwise assigned or transferred and reissued to Purchaser to the extent permitted by Law or their terms, and Purchaser shall be satisfied with the conditions, and restrictions of and obligations under each such Permit or Order.
Consents; Authorizations; Approval of Legal Matters. Purchaser shall have received a true and correct copy of each Consent and waiver that is (a) required for the transfer of the Shares or (b) set forth on Schedule 7.4 . All authorizations, orders, or approvals of any Regulatory Authority shall have been obtained. Purchaser shall have received a certificate dated as of the Closing Date, executed by a duly authorized officer of Shareholder to the foregoing effect, and Purchaser shall be reasonably satisfied with the terms, conditions, and restrictions of and obligations under each such authorization, order, or approval.
Consents; Authorizations; Approval of Legal Matters. Purchaser shall have received a true and correct copy of each Consent and waiver that is (a) required for the assignment of the Contracts to Company (including all documents evidencing Seller’s or Company’s interest in the Leased Real Property, Permits, Seller Intellectual Property, and other agreements and assets) and (b) otherwise required for the execution, delivery, and performance of this Agreement and the Purchase Documents by Seller and Company. All Permits or Orders of any Regulatory Authority obtained by Seller pertaining to Company and Business shall have been assigned or transferred and reissued to Purchaser to the extent permitted by Law or their terms, and Purchaser shall be satisfied with the conditions, and restrictions of and obligations under each such Permit or Order.
Consents; Authorizations; Approval of Legal Matters. Purchaser shall have received a true and correct copy of each Consent and waiver of a Person who is not a Governmental Body that is required for the transfer of the Shares, including without limitation those Consents set forth on Schedule 7.4 attached hereto.
Consents; Authorizations; Approval of Legal Matters. Purchaser --------------------------------------------------- shall have received a true and correct copy of each Required Consent.
