Contractual Consents Needed. The parties to this Agreement shall have obtained at or prior to the Closing all consents required for the consummation of the transactions contemplated by this Agreement from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them or any subsidiary is a party, or to which any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effect.
Contractual Consents Needed. The parties to this Plan of Merger shall have obtained, at or prior to the Effective Date, all consents required for the consummation of the transactions contemplated by this Plan of Merger from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them is a party, or to which any of their respective businesses, properties, or assets are subject.
Contractual Consents Needed. The parties hereto shall have obtained at or prior to the Closing all consents required for the consummation of the transactions contemplated hereby, or in connection herewith, from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them or any Purchaser Subsidiary is a party, or to which any of them or any of their respective businesses, properties, or assets are subject.
Contractual Consents Needed. The Seller shall have obtained on or prior to the First Closing all consents required for the consummation of the transactions to be consummated hereunder at the First Closing from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which the Seller or any Subsidiary is a party, or to which any of them or any of their respective businesses, properties, or assets are subject.
Contractual Consents Needed. The Seller shall have obtained on or prior to the related Second Closing Date all consents required for the consummation of the transactions to be consummated at such Second Closing from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which the Seller or any Subsidiary is a party, or to which any of them or any of their respective businesses, properties, or assets are subject.
Contractual Consents Needed. The parties to this Agreement have delivered to each other all consents required for the consummation of the transactions contemplated by this Agreement from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them is a party, or to which any of their respective businesses, properties, or assets are subject.
Contractual Consents Needed. The Seller shall have obtained on or prior to the Third Closing all consents, if any, required for the consummation of the transactions to be consummated hereunder at the Third Closing from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which the Seller or any Subsidiary is a party, or to which any of them or any of their respective businesses, properties, or assets are subject.
Contractual Consents Needed. The Sellers and the Target shall have obtained at or prior to the Closing all consents, if any, required for the consummation of the transactions to be consummated hereunder at the Closing from any party to any contract, agreement, instrument, lease, license, arrangement or understanding to which the Sellers or the Target is a party or to which they or their businesses, property or assets are subject or from any governmental body, authority or tribunal.
Contractual Consents Needed. The Seller shall have obtained at or prior to the Closing all consents, if any, required for the consummation of the transactions to be consummated hereunder at the Closing from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which the Seller or any of its consolidated subsidiaries or consolidated affiliates (each, a "Subsidiary", and collectively, the "Subsidiaries") is a party, or to which any of them or any of their respective businesses, properties, or assets are subject, or from any governmental body, authority, or tribunal.
Contractual Consents Needed. The parties to this Agreement shall have obtained at or prior to the Closing all consents required for the consummation of the transactions contemplated by this Agreement from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them is a party, or to which any of them or any of their respective businesses, properties, or assets are subject, except for service contracts between SELLER and its customers. In the event at the end of PURCHASER'S first fiscal year (which is no less than one (1) year after the Closing Date) the gross revenue of PURCHASER within such first year shall not exceed Seven Hundred Fifty Thousand and No/100 Dollars ($750,000.00) as a result of SELLER'S existing service contracts not being assigned to PURCHASER (if such assignment is necessary prior to PURCHASER'S performance of such contracts), an adjustment to the Purchase Price shall be made. The adjustment shall be to reduce the Purchase Price by One Dollar ($1.00) for each Two Dollars ($2.00) of gross revenue under Seven Hundred Fifty Thousand and No/100 Dollars ($750,000.00).
