Filing for Approval Sample Clauses

Filing for Approval. Seller shall file the Agreement (a) with the CPUC requesting for CPUC Approval and (b) for Bankruptcy Court Approval. Buyer shall use commercially reasonable efforts to support Seller in obtaining CPUC Approval and Bankruptcy Court Approval. Seller shall have no obligation to seek rehearing or to appeal a CPUC decision which fails to approve the Agreement or which contains findings required for CPUC Approval with conditions or modifications unacceptable to either Party. Notwithstanding anything to the contrary in the Agreement, Seller shall not have any obligation or liability to Buyer or any third party for any action or inaction of the CPUC or other Governmental Authority affecting the approval or status of this Agreement as a transaction eligible for portfolio content category 1, as defined in California Public Utilities Code Section 399.16(b)(1). The Parties acknowledge and agree that the CPUC determines whether this Agreement complies with California Public Utilities Code Section 399.13(b).
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Filing for Approval. The parties acknowledge that this agreement must be approved by the Board, and that the Department will be responsible for filing for such approval pursuant to Board rules. The Department will file for approval no later than ten (10) days after receiving signed copies from all parties and will send notification to all other parties upon filing.
Sample 1
Filing for Approval. Buyer shall file the Agreement (a) with the CPUC requesting CPUC Approval and (b) with the Bankruptcy Court for Bankruptcy Court Approval. Seller shall use commercially reasonable efforts to support Buyer in obtaining CPUC Approval and Bankruptcy Court Approval. Buyer shall have no obligation to seek rehearing or to appeal a CPUC decision or Bankruptcy Court order which fails to approve the Agreement, or which contains findings required for CPUC Approval with conditions or modifications unacceptable to either Party. Notwithstanding anything to the contrary in the Agreement, Buyer shall not have any obligation or liability to Seller or any third party for any action or inaction of the CPUC or other Governmental Authority affecting the approval or status of this Agreement.
Sample 1
Filing for Approval. Within five (5) business days after the Execution Date, Allegiance shall file with the Bankruptcy Court and serve upon parties in interest pursuant to applicable administrative Orders of the Bankruptcy Court, and as otherwise required by applicable bankruptcy law and procedures, a motion seeking approval of this Agreement, the transactions described herein, the compromises evidenced hereby under and pursuant to Bankruptcy Code Sections363, 365, Fed. R. Bankr. P. 9019, and otherwise applicable bankruptcy or non-bankruptcy law (the "COMPROMISE MOTION"). With respect to the Compromise Motion and for all purposes related hereto, the Parties agree that this Agreement represents a settlement and compromise of disputed matters under the INSPA and shall not be subject to any solicitation or auction initiated by or on behalf of Allegiance, the Committee, or any employees, agents, members or professionals thereof. The Compromise Motion must be in form and substance acceptable to the Parties prior to its filing with the Bankruptcy Court. For all purposes under this Agreement, a "BANKRUPTCY COURT APPROVAL ORDER" shall mean an order, in form and content reasonably satisfactory to the Parties, approving this Agreement, the Migration Plan and the transactions described herein entered on the docket of the Bankruptcy Court, upon due and proper notice to parties in interest, which Order shall be final, non-appealable and unstayed and shall: (i) survive confirmation of a plan of reorganization or liquidation in the Bankruptcy Case, the sale, assignment, transfer or other disposition of any Allegiance assets, compromises with other parties in interest, and conversion or dismissal of the Bankruptcy Case and (ii) govern (and as appropriate, be incorporated into) any plan, related Orders of the Bankruptcy Court under applicable bankruptcy or non-bankruptcy law, including, without limitation, an Order in respect of plan confirmation, a Bankruptcy Code Sections363 or 365 Order, or a Bankruptcy Court Order under Fed. R. Bankr. P. 9019. The Bankruptcy Court Approval Order shall expressly state that the assumption and assignment to Level 3 of the KMC Agreement shall not release or waive any claims that Allegiance may have against KMC respecting performance of the KMC Agreement, and that (except with respect to claims respecting backhaul latency or non-delivery of ports relating to periods of time prior to the assumption and assignment of the KMC Agreement, as set forth in Section 3(d...
Sample 1

Related to Filing for Approval

  • Requests for Approval If the Administrative Agent requests in writing the consent or approval of a Lender, such Lender shall respond and either approve or disapprove definitively in writing to the Administrative Agent within ten Business Days (or sooner if such notice specifies a shorter period for responses based on Administrative Agent’s good faith determination that circumstances exist warranting its request for an earlier response) after such written request from the Administrative Agent. If the Lender does not so respond, that Lender shall be deemed to have approved the request.

  • Director Approval The Board of Directors of Holdings shall have approved this Agreement and the transactions contemplated herein.

  • Prior Approval The Engineer shall not assign, subcontract or transfer any portion of professional services related to the work under this contract without prior written approval from the State.

  • Waiver of Notice; Approval of Meeting; Approval of Minutes The transactions of any meeting of Limited Partners, however called and noticed, and whenever held, shall be as valid as if it had occurred at a meeting duly held after regular call and notice, if a quorum is present either in person or by proxy. Attendance of a Limited Partner at a meeting shall constitute a waiver of notice of the meeting, except when the Limited Partner attends the meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened; and except that attendance at a meeting is not a waiver of any right to disapprove the consideration of matters required to be included in the notice of the meeting, but not so included, if the disapproval is expressly made at the meeting.

  • HSR Approval The applicable waiting period under the HSR Act shall have expired or been terminated.

  • Waiver of Notice; Approval of Meeting Whenever notice to the Members is required to be given under this Agreement, a written waiver, signed by the Person entitled to notice, whether before or after the time stated therein, shall be deemed equivalent to notice. Attendance of a Person at any such meeting of the Members shall constitute a waiver of notice of such meeting, except when the Person attends a meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Members need be specified in any written waiver of notice unless so required by resolution of the Board. All waivers and approvals shall be filed with the Company records or made part of the minutes of the meeting.

  • FCC Approval Notwithstanding anything to the contrary contained in this Agreement or in the other Loan Documents, neither the Administrative Agent nor any Lender will take any action pursuant to this Agreement or any of the other Loan Documents, which would constitute or result in a change in control of the Borrower or any of its Subsidiaries requiring the prior approval of the FCC without first obtaining such prior approval of the FCC. After the occurrence of an Event of Default, the Borrower shall take or cause to be taken any action which the Administrative Agent may reasonably request in order to obtain from the FCC such approval as may be necessary to enable the Administrative Agent to exercise and enjoy the full rights and benefits granted to the Administrative Agent, for the benefit of the Lenders by this Agreement or any of the other Loan Documents, including, at the Borrower’s cost and expense, the use of the Borrower’s best efforts to assist in obtaining such approval for any action or transaction contemplated by this Agreement or any of the other Loan Documents for which such approval is required by Law.

  • NASDAQ Approval The Company shall have filed with Nasdaq a Notification Form: Listing of Additional Shares for the listing of the Shares.

  • Antitrust Approval The Company and the Purchaser acknowledge that one or more filings under the HSR Act or foreign antitrust laws may be necessary in connection with the issuance of shares of Company Common Stock upon conversion of the Notes. The Purchaser will promptly notify the Company if any such filing is required on the part of the Purchaser. To the extent reasonably requested, the Company, the Purchaser and any other applicable Purchaser Affiliate will use reasonable efforts to cooperate in timely making or causing to be made all applications and filings under the HSR Act or any foreign antitrust requirements in connection with the issuance of shares of Company Common Stock upon conversion of Notes held by the Purchaser or any Purchaser Affiliate in a timely manner and as required by the law of the applicable jurisdiction; provided that, notwithstanding in this Agreement to the contrary, the Company shall not have any responsibility or liability for failure of Purchaser or any of its Affiliates to comply with any applicable law. For as long as there are Notes outstanding and owned by Purchaser or its Affiliates, the Company shall as promptly as reasonably practicable provide (no more than four (4) times per calendar year) such information regarding the Company and its Subsidiaries as the Purchaser may reasonably request in order to determine what foreign antitrust requirements may exist with respect to any potential conversion of the Notes. The Purchaser shall be responsible for the payment of the filing fees associated with any such applications or filings.

  • No Regulatory Approval By the Company or Parent, if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event any Requisite Regulatory Approval shall have been denied by final, nonappealable action by such Governmental Authority or a Governmental Authority shall have requested the permanent withdrawal of an application therefor.

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