Common use of Governmental Authorisation Clause in Contracts

Governmental Authorisation. the execution, delivery and performance by Company of this Agreement and the consummation by the Company of the Acquisition requires no action by or in respect of, or filing with, any Governmental Authority or any stock market or stock exchange on which Company Shares are listed for trading in connection with the execution and delivery of this Agreement or the Company’s and its subsidiaries’ performance of their obligations hereunder or the consummation of the Acquisition and the other transactions contemplated by the Circular other than: (i) compliance with the provisions of the Act; (ii) compliance with any applicable Competition Laws; (iii) the filing with the SEC of the Circular in preliminary and definitive forms, and compliance with, the Exchange Act and the Securities Act, and the rules and regulations thereunder, as may be required in connection with this Agreement, the Acquisition and the other transactions contemplated by this Agreement; (iv) such other actions, authorisations, consents, approvals or filings, the absence of which have not had and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect; and (v) in order to comply with any applicable Health Law;

Appears in 3 contracts

Samples: Implementation Agreement (Freeline Therapeutics Holdings PLC), Implementation Agreement, Implementation Agreement (Nightstar Therapeutics PLC)

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Governmental Authorisation. the execution, delivery and performance by the Company of this Agreement and the consummation by the Company of the Acquisition requires no action by or in respect of, or filing with, any Governmental Authority or any stock market or stock exchange on which Company Shares are listed for trading in connection with the execution and delivery of this Agreement or the Company’s and its subsidiaries’ performance of their obligations hereunder or the consummation of the Acquisition and the other transactions contemplated by the Circular Circular, other than: (ia) compliance as may be required to comply with the provisions of the Act; (iib) compliance with respect to any applicable Competition LawsClearance; (iiic) the filing with the SEC of the Circular in preliminary and definitive forms, and compliance with, with the Exchange Act and the Securities Act, Act and the rules and regulations thereunderrequirements of Nasdaq, as may be required in connection with this Agreement, the Acquisition and the other transactions contemplated by this Agreement; and (ivd) such other actions, authorisations, consents, approvals or filings, the absence of which which, individually or in the aggregate, would not have not had and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect; and (v) in order to comply with any applicable Health Law;

Appears in 1 contract

Samples: Implementation Agreement (Oxford Immunotec Global PLC)

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