Common use of Governmental Approvals and Notices Clause in Contracts

Governmental Approvals and Notices. No consent, approval, order or authorization of, or registration, declaration or filing with, notice to or permit from, any Governmental Entity is required by or on behalf of any Purchaser Party or any of their respective Subsidiaries in connection with the execution and delivery of this Agreement by any Purchaser Party or the consummation by any Purchaser Party of the transactions contemplated hereby, except for: (a) the filing with the SEC of such reports under the Exchange Act, and such other compliance with the Exchange Act and the rules and regulations thereunder, as may be required in connection with this Agreement and the transactions contemplated thereby; (b) the filing and acceptance of the Articles of Merger pursuant to the MGCL; (c) the filing and acceptance of the Partnership Certificate of Merger pursuant to DRULPA and the LLC Act; (d) such filings and approvals as may be required by any applicable state securities or "blue sky" Laws; (e) such filings as may be required in connection with state or local transfer taxes; (f) compliance with any applicable requirements of the HSR Act; (g) compliance with any applicable requirements of laws, rules and regulations in other foreign jurisdictions governing antitrust or merger control matters and (h) any such other consent, approval, order, authorization, registration, declaration, notice, filing or permit that the failure to obtain or make, individually or in the aggregate, would not constitute a Purchaser Material Adverse Effect.

Governmental Approvals and Notices. No consent, approval, order or authorization of, or registration, declaration or filing with, notice to or permit from, any Governmental Entity Entity, is required by or on behalf of any Purchaser Party or any of their respective Subsidiaries in connection with the execution and delivery of this Agreement by any Purchaser Party or the consummation by any Purchaser Party of the transactions contemplated herebyhereby and the performance of its obligations hereunder, except for: (a) the filing with of the SEC Company Certificate of such reports under the Exchange ActMerger with, and such other compliance with the Exchange Act and acceptance for record of the rules and regulations thereunderCompany Certificate of Merger by, as may be required in connection with this Agreement and the transactions contemplated therebyDelaware Secretary of State; (b) the filing and acceptance of the Articles of Merger pursuant to the MGCL; (c) the filing and acceptance of the Partnership Certificate of Merger pursuant to DRULPA with, and the LLC Actacceptance for record of the Partnership Certificate of Merger by, the Delaware Secretary of State; (dc) such filings and approvals as may be required by any applicable state securities or "“blue sky" ” Laws; (ed) such filings as may be required in connection with state or local transfer taxes; (fe) compliance with any applicable requirements filings or notices required under the rules and regulations of the HSR ActNYSE; (gf) compliance with any applicable requirements of laws, rules and regulations in other foreign jurisdictions governing antitrust or merger control matters matters; (g) compliance with any applicable requirements of the HSR Act; and (h) any such other consent, approval, order, authorization, registration, declaration, notice, filing or permit that the failure to obtain or make, individually or in the aggregate, would not constitute a Purchaser Parent Material Adverse Effect.

Governmental Approvals and Notices. No consent, approval, order or authorization of, or registration, declaration or filing with, notice to or permit from, any Governmental Entity Entity, is required by or on behalf of any Purchaser Party the Company or any of their respective the Company Subsidiaries in connection with the execution and delivery of this Agreement by any Purchaser Party the Company or the Operating Partnership or the consummation by any Purchaser Party the Company of the transactions contemplated hereby, except for: (a) the filing with the SEC Commission of such reports under Section 13(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (the “Company SEC Documents”) , and such other compliance with the Exchange Act and the rules and regulations thereunder, as may be required in connection with this Agreement and the transactions contemplated thereby; (b) the filing and acceptance of the Articles of Merger pursuant to the MGCL; (c) the filing and acceptance of the Partnership Certificate of Merger pursuant to DRULPA and the LLC Act; (d) such filings and approvals as may be required by any applicable state securities or "“blue sky" ” Laws; (ed) such filings as may be required in connection with state or local transfer taxes; (fe) compliance with any applicable requirements filings or notices required under the rules and regulations of the HSR ActNew York Stock Exchange; (gf) compliance with any applicable requirements of laws, rules and regulations in other foreign jurisdictions governing antitrust or merger control matters and (hg) any such other consent, approval, order, authorization, registration, declaration, notice, filing or permit that the failure to obtain or make, individually or in the aggregate, would not constitute a Purchaser Company Material Adverse Effect.

Governmental Approvals and Notices. No consent, approval, order or authorization of, or registration, declaration or filing with, notice to or permit from, any Governmental Entity Entity, is required by or on behalf of any Purchaser Party or any of their respective Subsidiaries in connection with the execution and delivery of this Agreement by any Purchaser Party or the consummation by any Purchaser Party of the transactions contemplated herebyhereby and the performance of its obligations hereunder, except for: (a) the filing with of the SEC Company Certificate of such reports under the Exchange ActMerger with, and such other compliance with the Exchange Act and acceptance for record of the rules and regulations thereunderCompany Certificate of Merger by, as may be required in connection with this Agreement and the transactions contemplated therebyDela-ware Secretary of State; (b) the filing and acceptance of the Articles of Merger pursuant to the MGCL; (c) the filing and acceptance of the Partnership Certificate of Merger pursuant to DRULPA with, and the LLC Actacceptance for record of the Partnership Certificate of Merger by, the Delaware Secretary of State; (dc) such filings and approvals as may be required by any applicable state securities or "“blue sky" ” Laws; (ed) such filings as may be required in connection with state or local transfer taxes; (fe) compliance with any applicable requirements filings or notices required under the rules and regulations of the HSR ActNew York Stock Exchange; (gf) compliance with any applicable requirements of laws, rules and regulations in other foreign jurisdictions ju- risdictions governing antitrust or merger control matters matters; (g) compliance with any applicable re- quirements of the HSR Act; and (h) any such other consent, approval, order, authorization, registrationregis- tration, declaration, notice, filing or permit that the failure to obtain or make, individually or in the aggregate, would not constitute a Purchaser Parent Material Adverse Effect.