Governmental Approvals and Third Party Consents. The Administrative Agent shall have received evidence that the Borrower and the applicable Subsidiaries have obtained all Governmental Approvals and third party permits, licenses, approvals and consents necessary in connection with the execution, delivery and performance of the Loan Documents, the consummation of the Transactions or the operation and conduct of its business and ownership of its properties (including its Product Commercialization and Development Activities).
Governmental Approvals and Third Party Consents. On or prior to ----------------------------------------------- the Closing Date, all applicable waiting periods (and any extensions thereof) under the Xxxx-Xxxxx-Xxxxxx Act shall have expired or otherwise been terminated, and all Consents and Governmental Approvals required to be obtained by the Sellers, as a condition to the lawful consummation of the transactions contemplated hereby shall have been obtained, including, but not limited to, any and all Consents required under any Contract that any Seller is a party to, and the Buyer shall have received copies of each such Consents and Governmental Approvals in form and substance reasonably satisfactory to the Buyer. No such required Consent or Governmental Approval shall have been withdrawn or suspended as of the Closing Date.
Governmental Approvals and Third Party Consents. To the extent that any of the Transactions require any Governmental Approval or other third-party Consent, which has not been obtained prior to the Effective Date, the Parties will use commercially reasonable efforts to obtain, or cause to be obtained, such Governmental Approval or Consent prior to the Effective Time.
Governmental Approvals and Third Party Consents. (a) Except for (i) filing of notices and expiration or early termination of the related waiting periods under the HSR Act, and (ii) filings of applications and notices with, and receipt of approvals or non-objections from, FINRA (collectively, the “Company Required Regulatory Approvals”), no notices, reports or other filings are required to be made by Parent, Seller or the Company with, nor are any Governmental Authorizations or Self-Regulatory Organization Authorizations required to be obtained by Parent, Seller or the Company from, any Governmental Authority or Self-Regulatory Organization in connection with the execution, delivery and performance of, and the consummation of the transactions contemplated by, this Agreement or the Transition Services Agreement, except for those that the failure to make or obtain are not, individually or in the aggregate, reasonably likely to have a Material Adverse Effect.
(b) Other than the consents that would be required under applicable Law to be obtained from the clients of the Company or any of its Subsidiaries under any Client Investment Advisory Contract or the consents to be obtained under any Contracts that will terminate pursuant to Section 5.8(b) hereof, Section 3.4(b) of the Seller Disclosure Schedule sets forth a list of the Company Material Contracts, pursuant to which consents or waivers are desirable to be obtained from any Person other than a Governmental Authority or a Self-Regulatory Organization in connection with the execution, delivery and performance of, and the consummation of the transactions contemplated by, this Agreement and the Transition Services Agreement by Parent, Seller, the Company and the Company’s Subsidiaries, in each case only to the extent that any of such Persons is a party hereto or thereto, as applicable (collectively, such consents and waivers, the “Company Required Third Party Consents”).
Governmental Approvals and Third Party Consents. No filing or registration with, and no consent, approval, authorization, license, permit, certificate or order of any Governmental Entity or any other Person is required to be made or obtained to permit the Seller to execute, deliver or perform this Agreement or any instrument or agreement required hereby to be executed by them at the Closing.
Governmental Approvals and Third Party Consents. (i) The approval of and consent to the Merger and the transactions contemplated hereby shall have been given prior to the Effective Time by the regulatory agencies whose approval or consent is required, including, without limitation, to the extent provided by applicable laws, rules, regulations and compliance agreements, the Food and Consumer Service of the United States Department of Agriculture, the Attorney General of the United States, and all notice periods, waiting periods, delay periods, and all periods for review, objection or appeal of or to any of the consents, approvals or permissions required by law with respect to the consummation of the Merger and this Agreement shall have expired. Such approvals shall not be conditioned or restricted in a manner which, in the judgment of the Board of Directors of Brouxxxxx, xxterially adversely
(ii) The Company shall have obtained all necessary consents, approvals, authorizations or clearances of any third party to permit the Company's consummation of the transactions contemplated by this Agreement.
Governmental Approvals and Third Party Consents. To the extent that any of the Transactions require any Governmental Approval or other third-party Consent, including without limitation, the waiver of any applicable right of first offer or right of first refusal with respect to any Property and JV Interests or any of the Properties, which has not been obtained prior to the date of this Agreement, the Parties will use commercially reasonable efforts to obtain, or cause to be obtained, such Governmental Approval or Consent prior to the Effective Time.
Governmental Approvals and Third Party Consents. (a) Except for the regulatory approvals referred to in the Plan of Reorganization in Exhibit B attached hereto (collectively, the “Offshore Reorganization Regulatory Approvals”), no notices, reports or other filings are required to be made by any of the Sellers or the Company or any of its Subsidiaries with, nor are any Governmental Authorizations required to be obtained by any of the Sellers or the Company or any of its Subsidiaries from, any Governmental Authority in connection with the execution, delivery and performance of, and the consummation of the transactions contemplated by, this Agreement.
(b) The execution, delivery and performance of this Agreement, and the consummation of the transactions contemplated hereby will not conflict with or result in any violation of or default (with or without notice or lapse of time) under or give rise to a right of termination or cancellation under any Company Material Contract (as defined below).
Governmental Approvals and Third Party Consents. (a) Except for the Company Required Regulatory Approvals, no notices, reports or other filings shall be required to be made by any of the WFOE, the Hong Kong Company or the Offshore Company or any of its Subsidiaries with, nor shall any Governmental Authorizations be required to be obtained by any of the WFOE, the Hong Kong Company or the Offshore Company or any of its Subsidiaries from any Governmental Authority in connection with the consummation of the transactions contemplated hereunder.
(b) Each of the WFOE, the Hong Kong Company and the Offshore Company shall have made available to the Purchaser all of the Contracts pursuant to which consents or waivers are required to be obtained from any Person, other than a Governmental Authority, in connection with the consummation of the transactions contemplated hereunder by the WFOE, the Hong Kong Company and the Offshore Company.
Governmental Approvals and Third Party Consents. No order, consent, approval, license, authorization, or validation of, or filing, recording or registration with, or exemption by, any foreign or domestic governmental or public body or authority, or any subdivision thereof, or any other person is required to authorize or is required as a condition to (i) the execution, delivery and performance by any Credit Party of any Credit Document to which it is a party, or (ii) the legality, validity, binding effect or enforceability of any Credit Document to which any Credit Party is a party, except the filing and recording of financing statements and other documents necessary in order to perfect the Liens created by the Security Documents
