Filing and Consents Sample Clauses

Filing and Consents. Each of the Seller, the Seller's Shareholder and the Group Companies, on the one hand, and the Buyer, on the other hand, shall use all commercially reasonable efforts to obtain and to cooperate in obtaining any consent, approval, authorization or order of, and in making any registration or filing with, any Governmental Authority or other Person required in connection with the execution, delivery or performance of this Agreement, including any filings pursuant to (i) the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended; or any other antitrust regulation, (ii) the Securities Act and Exchange Act, and (iii) any other applicable filings or consents. To the extent feasible under applicable PRC laws and regulations, the Seller's Shareholder (including the Chinese resident who obtains the shares of the Seller after the execution of this Agreement) shall complete all necessary filings or registrations, or obtain all necessary approvals, as required by the State Administration for Foreign Exchange ("SAFE") after the Closing Date. The Seller and the Seller's Shareholder hereby agree that, with respect to the Acquired Business Shareholder that is a PRC resident and the Seller's Shareholder (including the Chinese resident who obtains the shares of the Seller after the execution of this Agreement) (each a "SAFE Registrant"), unless and until Buyer has received sufficient documentation to its satisfaction that such SAFE Registrant has completed all necessary filings or registrations required to comply with the rules and regulations of SAFE, the Seller shall not release any FM Ordinary Shares to any such SAFE Registrant or to dispose of any FM Ordinary Shares by any methods.
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Filing and Consents. As promptly as practicable after the execution of this Agreement, Seville and the Selling Shareholder (a) shall make all filings (if any) and give all notices (if any) required to be made and given by such party in connection with the Transactions, and (b) shall use his or her or its best efforts to obtain each Consent (if any) required to be obtained (pursuant to any applicable legal requirement or Contract, or otherwise) by such party in connection with the Transactions. Seville shall promptly deliver to Purchaser a copy of each such filing made, each such notice given and each such Consent obtained by Seville during the Pre-closing Period.
Sample 1
Filing and Consents. As promptly as practicable after the execution of this Agreement, Purchaser (a) shall make all filings (if any) and give all notices (if any) required to be made and given by such party in connection with the Transactions, and (b) shall use the best efforts to obtain each Consent (if any) required to be obtained (pursuant to any applicable legal requirement or Contract, or otherwise) by such party in connection with the Transactions. Seville shall promptly deliver to Purchaser a copy of each such filing made, each such notice given and each such Consent obtained by Seville during the Pre-Closing Period.
Sample 1
Filing and Consents. To cooperate with respect to (i) any filing with any governmental body, agency, official or authority required in connection with this Agreement or the consummation of the transactions contemplated hereby and (ii) any actions, consents, approvals or waivers required to be obtained from any Person in connection with this Agreement or the consummation of the transactions contemplated hereby.
Sample 1
Filing and Consents. As promptly as practicable after the execution of this Agreement, each party to this Agreement (a) shall make all filings (if any) and give all notices (if any) required to be made and given by such party in connection with the Merger and the other transactions contemplated by this Agreement, and (b) shall use his, her or its Best Efforts to obtain each Consent (if any) required to be obtained (pursuant to any applicable Legal Requirement or Contract, or otherwise) by such party in connection with the Merger or any of the other transactions contemplated by this Agreement. Xxxxx, Purchaser and Merger Sub shall promptly deliver to the other a copy of each such filing made, each such notice given and each such Consent obtained by the delivering party during the Pre-Closing Period.
Sample 1
Filing and Consents. All registrations, filings, applications, notices, covenants, approvals, waivers, authorizations, qualifications and orders required by this Agreement to be filed, made or obtained by Seller shall have been filed, made or obtained, and copies thereof shall have been delivered to Buyer.
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Related to Filing and Consents

  • Authorization and Consents All necessary corporate action has been taken to authorize, and all necessary consents and authorities have been obtained and remain in full force and effect to permit, each Security Party to enter into and perform its obligations under this Agreement, the Note and the Security Documents and, in the case of the Borrower to borrow, service and repay the Facility and, as of the date of this Agreement, no further consents or authorities are necessary for the service and repayment of the Facility or any part thereof;

  • Filings and Consents As promptly as practicable after the execution of this Agreement, each party to this Agreement (a) shall make all filings (if any) and give all notices (if any) required to be made and given by such party in connection with the Merger and the other transactions contemplated by this Agreement, and (b) shall use all commercially reasonable efforts to obtain all Consents (if any) required to be obtained (pursuant to any applicable Legal Requirement or Contract, or otherwise) by such party in connection with the Merger and the other transactions contemplated by this Agreement. The Company shall (upon request) promptly deliver to Parent a copy of each such filing made, each such notice given and each such Consent obtained by the Company during the Pre-Closing Period.

  • Authorizations and Consents No authorization, consent, approval, exemption, franchise, permit or license of, or filing with, any governmental or public authority or any third party is required to authorize, or is otherwise required in connection with the valid execution and delivery by the Borrower of this Agreement, the Notes, and the Security Instruments, or any other instrument contemplated hereby, the repayment by the Borrower of advances against the Notes and interest and fees provided in the Notes and this Agreement, or the performance by the Borrower of its obligations under any of the foregoing.

  • Governmental Filings and Consents All material governmental filings, consents, orders and approvals legally required to be filed or made by the Company for the consummation of the transactions contemplated hereby shall have been made or obtained and shall be in full force and effect.

  • Amendments and Consents This Agreement may be modified or amended only by the Member.

  • Agreements and consents The Participant agrees to enter into any document and/or make any representations as may be required from time to time by the Company, the Employer or any Affiliates, such that the Company or its Affiliates is able to fulfill its obligations and can rely on any necessary exemptions under securities laws and/or can make any necessary filings under local securities laws.

  • Required Filings and Consents None of the execution, delivery or performance of this Agreement by the Company or the consummation by the Company of the Merger or any other transaction contemplated by this Agreement will require (with or without notice or lapse of time, or both) any consent, approval, authorization or permit of, or filing or registration or qualification with or notification to, any Governmental Entity, other than (a) the filing and recordation of the Articles of Merger as required by the VBCA, (b) the Company Shareholder Approval, (c) compliance with any applicable requirements of the HSR Act, (d) the approval of each of the Vermont Public Service Board (the “VPSB”), the Federal Energy Regulatory Commission (the “FERC”), the Federal Communications Commission (the “FCC”) and the Nuclear Regulatory Commission (the “NRC”) (the approvals described in clauses (c) and (d), together with the approvals set forth on Section 3.5 of the Company Disclosure Letter, being referred to herein as the “Company Required Governmental Approvals”), (e) compliance with the applicable requirements of the Exchange Act, (f) filings as may be required under the rules and regulations of the New York Stock Exchange, (g) the notification of the transactions contemplated by this Agreement to the Committee on Foreign Investment in the United States (“CFIUS”) under Section 721 of Title VII of the Defense Production Act of 1950, as amended by the Omnibus Trade and Competitiveness Act of 1988, and (h) where the failure to obtain such consents, approvals, authorizations or permits of, or to make such filings, registrations with or notifications to, any Governmental Entity, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

  • LICENCES AND CONSENTS 6.1 The Company has all necessary licences, consents, permits and authorities necessary to carry on its business in the places and in the manner in which its business is now carried on, all of which are valid and subsisting.

  • Permits and Consents The Loan Parties shall have obtained all Permits and all consents of other Persons, in each case that are necessary to be obtained to authorize the Loan Parties to execute the Signing Date Loan Documents, and each of the foregoing shall be in full force and effect and in form and substance reasonably satisfactory to the Required Lenders.

  • Authority and Consents Seller has the right, power, legal capacity and authority to enter into and perform its obligations under this Agreement, and no approvals or consents of any governmental authorities or persons other than Seller are necessary in connection with it. The execution and delivery of this Agreement by Seller has been duly authorized by all necessary corporate action on the part of Seller.

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