Consents of Governmental Entities. Except as set forth on Schedule 4.4, no Consent, declaration, notice, filing or registration by the Company with any Governmental Entity is required in connection with the execution and delivery by the Seller of this Agreement and the consummation of the transactions contemplated hereby.
Consents of Governmental Entities. Except as set forth on Schedule 4.4, no Consent, or declaration, filing or registration by the Companies with any Governmental Entity is required in connection with the execution and delivery by ATG and the Seller of this Agreement and the consummation of the transactions contemplated hereby.
Consents of Governmental Entities. Except as set forth on Schedule 5.1(d) and except as required pursuant to the HSR Act, no Consent, declaration, filing or registration by the Buyer with any Governmental Entity is required in connection with the execution and delivery by the Buyer of this Agreement and the Transaction Documents and the consummation of the transactions contemplated thereby.
Consents of Governmental Entities. None. Schedule 4.4(a) - 1 SCHEDULE 4.4(b) Company No Conflicts or Violations
Consents of Governmental Entities. None. Schedule 4.4(b) - 1 SCHEDULE 4.5 Seller Litigation None. Schedule 4.5 - 1 SCHEDULE 4.6(a) Title to LLC Interests None. Schedule 4.6(a) - 1 SCHEDULE 4.12
Consents of Governmental Entities. None. Schedule 6.3 - 1 SCHEDULE 6.4 Xxxxx Litigation None. Schedule 6.4 - 1
Consents of Governmental Entities. No consent, approval or authorization of, or exemption by, or filing with, any Governmental Entity is required to be obtained or made by Seller in connection with the execution and delivery of this Agreement or the transfer, sale or assignment of the Purchased Assets as contemplated hereby, except, in each case, where the failure to obtain such consents, approvals, authorizations, exemptions or filings would not reasonably be expected to have a Material Adverse Effect on the Business.
Consents of Governmental Entities. No consent, approval, order or authorization of, or registration, declaration or filing with any court, administrative agency or commission or other federal, state, county, local or other foreign governmental authority, instrumentality, agency or commission (each, a “Governmental Entity”) is required by or with respect to the Company in connection with the execution and delivery of this Agreement or the consummation of the transactions contemplated thereby, except for (a) the application by Parent for, and the issuance of, a permit from the Commissioner of Corporations of the State of California (after a hearing before such Commissioner) (a “California Permit”) pursuant to Sections 25121 and 25142 of the California Corporate Securities Law of 1968 (the “Fairness Hearing Law”), such that the issuance of Parent Common Stock in connection with the Merger shall be exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to the exemption provided by Section 3(a)(10) thereof, (b) the filing of the Certificate of Merger with the Secretary of State of the State of Delaware, (c) the adoption of this Agreement and approval of the transactions contemplated by this Agreement by the Company Stockholders and (d) such consents, waivers, approvals, orders, authorizations, registrations, declarations and filings which if not obtained or made would not be material to the Company or materially adversely affect the ability of the parties hereto to consummate the Merger within the time frame in which the Merger would otherwise be consummated in the absence of the need for such consent, waiver, approval, order, authorization, registration, declaration or filing.
Consents of Governmental Entities. Except as set forth on Schedule 3.5, no Consent, or declaration, filing or registration by any Seller, any Newly-Formed LLC or Seller Controlling Party with any Governmental Entity is required in connection with the execution and delivery by any Seller, Newly-Formed LLC or Seller Controlling Party of this Agreement and the consummation of the transactions contemplated hereby.
Consents of Governmental Entities. Except as set forth on Schedule 5.1(c), no Consent, declaration, filing or registration by DAL, any Existing Member, Gupta or Xxxxxxx with any Governmental Entity is required in connection with the execution and delivery by DAL, any Existing Member, Gupta or Xxxxxxx of this Agreement and the consummation of the Transactions contemplated thereby.
