Consents, Filings, etc Sample Clauses

Consents, Filings, etc. All consents, approvals, authorizations, filings and registrations required to be made under applicable law in connection with the transactions contemplated by this Agreement and the Seller Ancillary Documents shall have been made and shall be in full force and effect, the waiting period under the HSR Act shall have expired and no conditions to the transactions contemplated by this Agreement shall have been imposed or proposed by any Federal, state, local or foreign governmental agency.
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Consents, Filings, etc. All approvals, authorizations, consents, and waivers of any Governmental Authority or other Person necessary or appropriate for the execution, delivery, and performance by any New Subsidiary of all documents relating to the Subject Acquisition or the Loan Papers to which it is a party, including, without limitation, (a) all such approvals, authorizations, consents, and waivers disclosed in the documents relating to the Subject Acquisition (including those required in connection with the assignment of material contracts), (b) any such approvals, authorizations, consents, or waivers reasonably required by Administrative Agent in connection with the granting of a security interest to Administrative Agent in each material contract acquired or assumed by any Company in connection with the Subject Acquisition, and (c) all filings, consents, or approvals with or of Governmental Authorities necessary to consummate the Subject Acquisition, as applicable, including, without limitation, all filings (if any) required under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976 and the lapse of all waiting periods with respect thereto.
Consents, Filings, etc. Other than (i) any consent, filing or approval set forth on Schedule 3.1(c) of the Disclosure Letter, and (ii) such consents and approvals as have been made or obtained, the execution, delivery and performance of this Agreement and the consummation by Sellers of the transactions contemplated hereby will not require any filing with, or consent or approval from, any Governmental Entity except (a) compliance with any applicable requirements of the HSR Act, (b) Required Governmental Consents, (c) Required Filings, or (d) as, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect.
Consents, Filings, etc. Other than such consents, filings and approvals as are referenced in clauses (a)-(d) of Section 3.1(c) or have been made or obtained and such consents, filings and approvals set forth on Schedule 3.1(c) of the Disclosure Letter, and assuming the accuracy of the representations and warranties made by the Sellers hereunder, the execution and delivery of this Agreement and the performance and consummation by Purchaser of the transactions contemplated hereby will not require any filing, consent or approval from any Governmental Authority except as would not, individually or in the aggregate, be reasonably expected to prevent or materially delay the consummation of the transactions contemplated by this Agreement.
Consents, Filings, etc. Evidence satisfactory to Administrative Agent and its counsel that the Companies have received all approvals, authorizations, consents, and waivers of any Governmental Authority or other Person necessary or appropriate for the execution, delivery, and performance by Borrower or any New Subsidiary of the Loan Papers and all documents relating to the Xxxxxx Acquisition, Sygnet Merger, Sygnet Tower Sale, and Sygnet Tower Lease, to which it is a party, including, without limitation, (a) all such approvals, authorizations, consents, and waivers disclosed in the Loan Papers or the documents relating to the Xxxxxx Acquisition, Sygnet Merger, Sygnet Tower Sale, or Sygnet Tower Lease (including those required in connection with the assignment of material contracts), (b) any such approvals, authorizations, consents, or waivers reasonably required by Administrative Agent in connection with the granting of a security interest to Administrative Agent in each material contract acquired or assumed by any Company, and (c) all filings, consents, or approvals with or of Governmental Authorities necessary to enter into the Loan Papers or consummate the Xxxxxx Acquisition, Sygnet Merger, Sygnet Tower Sale, Sygnet Tower Lease, or any other transactions contemplated by the Loan Papers, as applicable, including, without limitation, all filings (if any) required under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976 and the lapse of all waiting periods with respect thereto.
Consents, Filings, etc. Other than as described on Schedule 3.3(c) of the disclosure letter that has been prepared by E and delivered by E to Purchaser in connection with the execution and delivery of this Agreement, such consents, filings and approvals as have been made or obtained, such consents, filings and approvals as are referenced in clauses (a)-(d) of Section 3.1(c) and such consents, filings and approvals set forth on Schedule 3.1(c) of the Disclosure Letter, the execution and delivery of this Agreement and the performance and consummation by E of the transactions contemplated hereby will not require any filing with, or consent or approval from, any Governmental Entity, except as would not, individually or in the aggregate, be reasonably expected to prevent or materially delay the consummation of the transactions contemplated by this Agreement.
Consents, Filings, etc. All consents, approvals, authorizations, filings and registrations required to be made under applicable Law in connection with the transactions contemplated by this Agreement and the Shareholder Ancillary Documents shall have been made and shall be in full force and effect, and no conditions to the transactions contemplated by this Agreement shall have been imposed or proposed by any Governmental Authority, including without limitation, the Department of Justice and the Federal Trade Commission.
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Consents, Filings, etc. Other than (i) any consent or approval from Seller required under the terms of the Parent LLC Agreement, which consent is deemed granted by Seller’s execution of this Agreement, (ii) any consents that may be required under the terms of the Mortgage Loan or Mezzanine Loan and (iii) such consents and approvals as have been made or obtained, the execution and delivery of this Agreement and the performance and consummation of the transactions contemplated hereby will not require any filing, consent or approval under Purchaser’s organizational or governing documents, or any other material contract, agreement or instrument to which Purchaser is a party.
Consents, Filings, etc. Other than (i) any consent or approval from Seller required under the terms of the LLC Agreement, which consent is deemed granted by Seller’s execution of this Agreement, (ii) the Guarantor Release and the Ground Lessor Consent and (iii) such consents and approvals as have been made or obtained, the execution and delivery of this Agreement and the performance and consummation of the transactions contemplated hereby will not require any filing, consent or approval under Purchaser’s organizational or governing documents, or any other material contract, agreement or instrument to which Purchaser is a party.
Consents, Filings, etc. Evidence satisfactory to Administrative Agent and its counsel that each of the Loan Parties has received all approvals, authorizations, consents, and waivers of any Governmental Authority or other Person necessary or appropriate for the execution, delivery, and performance by each Loan Party of the Loan Documents to which it is a party, including, without limitation, (a) all such approvals, authorizations, consents, and waivers disclosed in the Loan Documents, and (b) all filings, consents, or approvals with or of Governmental Authorities necessary to enter into the Loan Documents or consummate any other transactions contemplated by the Loan Documents.
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