Common use of Governmental Approvals; Consents Clause in Contracts

Governmental Approvals; Consents. (a) To the extent that the Transfer or the Assumption requires any Governmental Approvals, the Parties shall use reasonable best efforts to obtain any such Governmental Approvals. If and to the extent that the Transfer or the Assumption would be a violation of applicable laws or require any Governmental Approval in connection with the Separation or the Distribution, then, unless ParentCo shall otherwise determine, the Transfer to or Assumption by SpinCo of such SpinCo Assets or SpinCo Liabilities, as the case may be, shall be automatically deemed deferred and any such purported Transfer or the Assumption shall be null and void until such time as all legal impediments are removed and/or each of such Governmental Approval has been obtained. (b) The Parties shall use reasonable best efforts to obtain any Consents required in connection with the transactions contemplated by this Agreement. Notwithstanding the foregoing, no Party shall be obligated to pay any consideration therefor to any Third Party from whom any such Consent, substitution or amendment is requested (unless such Party is fully reimbursed by the requesting Party).

Governmental Approvals; Consents. (a) To the extent that the Transfer or the Assumption requires any Governmental Approvals, the Parties shall use reasonable best efforts to obtain any such Governmental Approvals. If and to the extent that the Transfer or the Assumption would be a violation of applicable laws or require any Governmental Approval in connection with the Separation or the Distribution, then, unless ParentCo PDL shall otherwise determine, the Transfer to or Assumption by SpinCo Facet of such SpinCo Facet Assets or SpinCo Facet Liabilities, as the case may be, shall be automatically deemed deferred and any such purported Transfer or the Assumption shall be null and void until such time as all legal impediments are removed and/or each of such Governmental Approval has been obtained. (b) The Parties shall use reasonable best efforts to obtain any Consents required in connection with the transactions contemplated by this Agreement. Notwithstanding the foregoing, no Party shall be obligated to pay any consideration therefor to any Third Party from whom any such Consent, substitution or amendment is requested (unless such Party is fully reimbursed by the requesting Party).

Governmental Approvals; Consents. (a) To the extent that the Transfer or the Assumption Separation requires any Governmental Approvals, the Parties shall use commercially reasonable best efforts to obtain any such Governmental Approvals. If and to the extent that the Transfer valid, complete and perfected transfer or the Assumption assignment to Furiex of any Furiex Assets would be a violation of applicable laws or require any Governmental Approval in connection with the Separation or the Distribution, then, unless ParentCo PPD shall otherwise determine, the Transfer transfer or assignment to or Assumption by SpinCo from Furiex or one of such SpinCo Assets or SpinCo Liabilitiesits Subsidiaries, as the case may be, of such Furiex Assets or non-Furiex Assets, respectively, shall be automatically deemed deferred and any such purported Transfer transfer or the Assumption assignment shall be null and void until such time as all legal impediments are removed and/or each of such Governmental Approval has been obtained. (b) The Parties shall use commercially reasonable best efforts to obtain any Consents required in connection with the transactions transaction contemplated by this Agreement. Notwithstanding the foregoing, no Party shall be obligated to pay any consideration therefor therefore to any Third Party from whom any such Consent, substitution or amendment is requested (unless such Party is fully reimbursed by the requesting Party).

Governmental Approvals; Consents. (a) To the extent that the Transfer or the Assumption requires any Governmental Approvals, the The Parties shall use their respective reasonable best efforts to obtain any such Governmental ApprovalsApprovals as promptly as practicable following the date of this Agreement. If and to the extent that the Transfer valid, complete and perfected transfer or the Assumption assignment to SpinCo of any SpinCo Assets would be a violation of applicable laws Law or require any Governmental Approval in connection with the Separation or the DistributionRedemption, then, unless ParentCo DG shall otherwise determine, the Transfer transfer or assignment to or Assumption by from SpinCo or one of such SpinCo Assets or SpinCo Liabilitiesits Subsidiaries, as the case may be, of such SpinCo Assets or non-SpinCo Assets, respectively, shall be automatically deemed deferred and any such purported Transfer transfer or the Assumption assignment shall be null and void until such time as all legal impediments are removed and/or each of such Governmental Approval has been obtained. (b) The Parties shall use their respective reasonable best efforts to obtain any Consents required in connection with as promptly as practicable following the transactions contemplated by date of this Agreement. Notwithstanding the foregoing, no Party shall be obligated to pay any consideration therefor therefore to any Third Party from whom any such Consent, substitution or amendment is requested (unless such Party is fully reimbursed by the requesting Party).

Governmental Approvals; Consents. (a) To the extent that the Transfer or the Assumption requires any Governmental Approvals, the Parties shall use reasonable best efforts to obtain any such Governmental Approvals. If and to the extent that the Transfer or the Assumption would be a violation of applicable laws or require any Governmental Approval in connection with the Separation or the Distribution, then, unless ParentCo Parent shall otherwise determine, the Transfer to or Assumption by SpinCo CBN of such SpinCo Cbanc Assets or SpinCo Cbanc Liabilities, as the case may be, shall be automatically deemed deferred and any such purported Transfer or the Assumption shall be null and void until such time as all legal impediments are removed and/or each of such Governmental Approval has been obtained. (b) The Parties shall use reasonable best efforts to obtain any Consents required in connection with the transactions contemplated by this Agreement. Notwithstanding the foregoing, no Party shall be obligated to pay any consideration therefor to any Third Party from whom any such Consent, substitution or amendment is requested (unless such Party is fully reimbursed by the requesting Party).