Common use of Contractual Consents Needed Clause in Contracts

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.

Appears in 6 contracts

Samples: Exchange Agreement (Amedisys Inc), Asset Purchase Agreement (Amedisys Inc), Agreement and Plan of Merger (Design Automation Systems Inc)

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Contractual Consents Needed. The parties 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.

Appears in 6 contracts

Samples: Exchange Agreement (Amedisys Inc), Exchange Agreement (Amedisys Inc), Asset Purchase Agreement (Amedisys Inc)

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.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Superior Wireless Communications Inc), Agreement and Plan of Reorganization (F10 Oil & Gas Properties Inc), Asset Purchase Agreement (Swiss Medica Inc)

Contractual Consents Needed. The parties to this Agreement shall have obtained obtained, at or prior to the Closing 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, properties or assets are subject, except where the failure would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement of Acquisition Stock for Stock (Tenet Information Services Inc), Agreement (Tenet Information Services Inc)

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 Contemplated Transactions from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them or any subsidiary the Purchaser is a party, or to which it or any of their respective businessesits business, properties, or assets are subject, except where the failure would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Osprey Investments Ii Inc), Stock Purchase Agreement (Rako Capital Corp)

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 them or any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Acquisition Agreement (Plume Creek Inc), Stock Purchase Agreement (Olympic Cascade Financial Corp)

Contractual Consents Needed. The parties to this Agreement shall have obtained obtained, at or prior to the Closing 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.

Appears in 2 contracts

Samples: Agreement (Tenet Information Services Inc), Agreement of Acquisition Stock for Stock (Tenet Information Services Inc)

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 Contemplated Transactions 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 them or any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Rako Capital Corp), Stock Purchase Agreement (Osprey Investments Ii Inc)

Contractual Consents Needed. The parties Except for the consents described in Schedule 5.03, 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 either 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 to obtain the same would not have a Material Adverse EffectEffect on such party.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Amedisys Inc), Asset Purchase Agreement (Amedisys Inc)

Contractual Consents Needed. The parties to this any Transaction Agreement shall have obtained at or prior to the Closing all consents required for the consummation of the transactions contemplated by this Agreement by, or in connection with, the Transaction Agreements from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them or any subsidiary Seller Subsidiary or any Purchaser Subsidiary is a party, or to which any of them or any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Claimsnet Com Inc)

Contractual Consents Needed. The parties to this any Transaction Agreement shall have obtained at or prior to the Closing all consents required for the consummation of the transactions contemplated by this Agreement by, or in connection with, the Transaction Agreements from any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them or any subsidiary Seller Subsidiary is a party, or to which any of them or any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Imatec LTD)

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.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Process Technology Systems Inc)

Contractual Consents Needed. The parties to this Agreement shall have obtained at or prior to the Closing the consents described on Schedule 5.03 and all other 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 either 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.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amedisys Inc)

Contractual Consents Needed. The parties to this Agreement shall have obtained at or prior to the Closing all consents consents, if any, 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 them or any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effectfor service contracts between Seller and its customers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Maxplanet Corp)

Contractual Consents Needed. The parties to this Agreement shall have obtained at or prior to the Closing all consents consents, if any, 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 them or any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effectfor service contracts between SELLER and its customers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Star Services Group Inc)

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Contractual Consents Needed. The parties to this Agreement shall have obtained at or prior to the Closing Date all consents required to be delivered by DGD for the consummation of the transactions contemplated by this Agreement from any party to any contractmaterial Contract, agreement, instrument, lease, license, arrangement, or understanding to which any of them or any subsidiary is a party, or to which any of them or any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Drug Guild Distributors Inc)

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.

Appears in 1 contract

Samples: Asset Purchase Agreement (International Test Systems Inc)

Contractual Consents Needed. The parties to this Agreement shall have obtained at or obtained, prior to the Closing Effective Date, 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 either 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 to obtain the same would not have a Material Adverse EffectEffect on such party.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amedisys Inc)

Contractual Consents Needed. The parties to this Agreement shall have obtained at or prior to the Closing the consents described on Schedule 5.01 and all other 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 either 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.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amedisys Inc)

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.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sportan United Industries Inc)

Contractual Consents Needed. The parties Except for the consents described in Schedule 3.03, 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.

Appears in 1 contract

Samples: Stock Purchase Agreement (Amedisys Inc)

Contractual Consents Needed. The parties to this Agreement shall have obtained at or prior to the Closing Effective Time all consents required for the consummation of the Merger and the other transactions contemplated by this Agreement from any unrelated third 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 them or any of their respective businesses, properties, or assets are subject, except where the failure would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ventures National Inc)

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.

Appears in 1 contract

Samples: Asset Purchase Agreement (American International Assets Inc)

Contractual Consents Needed. The parties 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 to obtain any such consent would not have a Material Adverse EffectEffect on such Party.

Appears in 1 contract

Samples: Stock Purchase Agreement (Amedisys Inc)

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