Common use of Governmental Authorization; Other Consents Clause in Contracts

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 8 contracts

Samples: Warrant Agreement (Frontier Group Holdings, Inc.), Warrant Agreement (Alaska Air Group, Inc.), Warrant Agreement (Jetblue Airways Corp)

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Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing (other than security filings and those for which such approval, consent, exemption, authorization has been obtained or such action has been taken or notice or filing made) with, any Governmental Authority or any other Person is necessary or required required, except, in each case, to the extent that failure to obtain or file the same, as applicable, could not be reasonably expected to have a Material Adverse Effect in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.with

Appears in 7 contracts

Samples: Credit Agreement (APi Group Corp), Credit Agreement (APi Group Corp), Credit Agreement (APi Group Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 6 contracts

Samples: Credit Agreement (Seaport Entertainment Group Inc.), Credit Agreement (SWK Holdings Corp), Credit Agreement (SWK Holdings Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, actions or notices that (a) have been duly obtained, taken or made and in full force and effect, (b) with respect to the Collateral, to be made or otherwise delivered to the Administrative Agent for filing and/or recordation.

Appears in 6 contracts

Samples: Uncommitted Revolving Credit Agreement (Power Solutions International, Inc.), Uncommitted Revolving Credit Agreement (Power Solutions International, Inc.), Agreement (Power Solutions International, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, actions or actions, notices and filings that have been duly obtained, taken obtained or made on or before the Closing Date and are in full force and effect.

Appears in 6 contracts

Samples: Credit Agreement (Dayton Power & Light Co), Credit Agreement (Dayton Power & Light Co), Credit Agreement (DPL Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company City of this AgreementAgreement or any other Related Document, except for such approvalswhich approval, consentsconsent, exemptions, authorizations, actions exemption or notices that have authorization has not been duly obtained, which action has not been taken or made and in full force and effectwhich notice or filing has not been made.

Appears in 5 contracts

Samples: Reimbursement Agreement, Reimbursement Agreement, Reimbursement Agreement

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company any Loan Party of this Amendment or the Amended Agreement, except for such the approvals, consents, exemptions, authorizations, actions or actions, notices that and filings which have been duly obtained, taken taken, given or made and are in full force and effect.

Appears in 4 contracts

Samples: Credit Agreement (Post Holdings, Inc.), Credit Agreement (Post Holdings, Inc.), Credit Agreement (Post Holdings, Inc.)

Governmental Authorization; Other Consents. No Except for consents which have already been obtained, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person which has not been obtained is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Lessee or any Guarantor of this Agreement or any other Operative Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 3 contracts

Samples: Participation Agreement (Tech Data Corp), Participation Agreement (Tech Data Corp), Participation Agreement (Tech Data Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person (other than any of the foregoing which has been obtained or made and is in full force and effect) is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this Agreement, except for such approvals, consents, exemptions, authorizations, actions Agreement or notices that have been duly obtained, taken or made and in full force and effectany other Loan Document.

Appears in 3 contracts

Samples: Credit Agreement (Pactiv Corp), Credit Agreement (Pactiv Corp), Credit Agreement (Pactiv Corp)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company any Loan Party of this Agreement or any other Loan Document or is then necessary or required in connection with any Material Agreement, except for such approvals, consents, exemptions, authorizationsauthorizations or other actions, actions notices or notices filings that have already been duly obtained, taken obtained or made and that are in full force and effect.

Appears in 3 contracts

Samples: Credit Agreement (Local Bounti Corporation/De), Credit Agreement (Local Bounti Corporation/De), Credit Agreement (Local Bounti Corporation/De)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, authorizations or other actions or notices that or filings which have already been duly completed or obtained, taken or made and in full force and effect.

Appears in 3 contracts

Samples: Term Loan Agreement (Healthpeak Properties, Inc.), Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Hcp, Inc.)

Governmental Authorization; Other Consents. No Other than as previously obtained and in full force and effect, and other than the filing of security interests and notices to, and in the case of enforcement consents from, applicable regulatory authorities with respect to the Pledge Agreement, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company any Loan Party of this Agreement, except for such approvals, consents, exemptions, authorizations, actions any other Loan Document or notices that have been duly obtained, taken or made and in full force and effectthe transactions contemplated thereby.

Appears in 3 contracts

Samples: Credit Agreement (Penson Worldwide Inc), Credit Agreement (Penson Worldwide Inc), Credit Agreement (Penson Worldwide Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this Agreement, except for such approvals, consents, exemptions, authorizations, actions Agreement or notices that have been duly obtained, taken or made and in full force and effectany Related Document.

Appears in 3 contracts

Samples: Credit Agreement (NorthStar Asset Management Group Inc.), Credit Agreement (Northstar Realty Finance Corp.), Credit Agreement (NorthStar Asset Management Group Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such approvals, consents, exemptions, authorizations, actions or notices that as have been duly obtained, taken obtained or made and are in full force and effect.

Appears in 3 contracts

Samples: Credit Agreement (Duckwall Alco Stores Inc), Credit Agreement (Duckwall Alco Stores Inc), Credit Agreement (Duckwall Alco Stores Inc)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company such Person of this Agreement, except for such the approvals, consents, exemptions, authorizations, actions or actions, notices that and filings which have been duly obtained, taken taken, given or made and are in full force and effect.

Appears in 3 contracts

Samples: Bridge Facility Agreement (Post Holdings, Inc.), Borrower Assignment and Assumption Agreement (Bellring Brands, Inc.), Borrower Assignment and Assumption Agreement (Post Holdings, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company such Pledgor of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices Security Agreement other than (i) those that have been duly obtained, taken or made obtained and are in full force and effecteffect and (ii) filings to perfect the Liens created hereunder.

Appears in 3 contracts

Samples: Security and Pledge Agreement (Beneficient Co Group, L.P.), Security and Pledge Agreement (Beneficient Co Group, L.P.), Security and Pledge Agreement (Beneficient Co Group, L.P.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, Transactions except for such those approvals, consents, exemptions, authorizations or other actions which have already been obtained, taken, given or made and are in full force and effect and those approvals, consents, exemptions, authorizations, actions or notices that other actions, the failure of which to obtain or make would not reasonably be expected to have been duly obtained, taken or made and in full force and effecta Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Neustar Inc), Credit Agreement (Neustar Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company any Obligor of this AgreementAgreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof), (b) filings required with the SEC, or (c) such approvals, consents, exemptions, authorizations, actions or notices that as have been duly obtained, taken obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (Pacific Sunwear of California Inc), Credit Agreement (Pacific Sunwear of California Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this Agreement, except for such approvals, consents, exemptions, authorizations, actions Agreement or notices that any other Transaction Document (other than (i) as have already been duly obtained, taken or made obtained and are in full force and effecteffect and (ii) filings to perfect security interests granted pursuant to the Transaction Documents).

Appears in 2 contracts

Samples: Credit and Security Agreement (Tempur Sealy International, Inc.), Credit and Security Agreement (Tempur Sealy International, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower or any Subsidiary of this AgreementAgreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effecteffect (other than filings to be made with the SEC).

Appears in 2 contracts

Samples: Foundation Note Amendment Agreement (Torchlight Energy Resources Inc), Trust Note Amendment Agreement (Torchlight Energy Resources Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document other than (a) any such approval, except for such approvalsconsent, consentsexemption, exemptionsauthorization, authorizationsaction, actions notice or notices that have filings as has been duly obtained, taken or made on or prior to the Effective Date and in full force and effect(b) filings with the SEC to the extent required by the Exchange Act.

Appears in 2 contracts

Samples: Credit Agreement (Broadcom Corp), Credit Agreement (Broadcom Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person person with respect to any material contractual obligation is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Lender of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices other than those that have already been duly obtained, taken or made obtained and are in full force and effect.

Appears in 2 contracts

Samples: Term Loan Agreement (Power One Inc), Term Loan Agreement (Power One Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this AgreementGuarantor, except for such approvals, consents, exemptions, authorizations, actions other than customary filings in connection with judicial or notices that have been duly obtained, taken or made and in full force and effectother enforcement proceedings.

Appears in 2 contracts

Samples: Guaranty (Cadence Design Systems Inc), Cadence Design Systems Inc

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions TPNA or notices that any other Transaction Document (other than (i) as have already been duly obtained, taken or made obtained and are in full force and effecteffect and (ii) filings to perfect security interests granted pursuant to the Transaction Documents).

Appears in 2 contracts

Samples: Receivables Sale and Contribution Agreement (Tempur Sealy International, Inc.), Receivables Sale and Contribution Agreement (Tempur Sealy International, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, authorizations or other actions or notices that or filings, which have already been duly completed or obtained, taken or made and in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (Hcp, Inc.), Credit Agreement (Hcp, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with for the validity of the execution, delivery or performance by, or enforcement against, the Company Borrower of this Agreement, except for such approvals, consents, exemptions, authorizations, actions Agreement or notices that have been duly obtained, taken or made and in full force and effectany Note other than routine informational filings with the SEC and/or other Governmental Authorities.

Appears in 2 contracts

Samples: Credit Agreement (Citgo Petroleum Corp), Credit Agreement (Citgo Petroleum Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.is

Appears in 1 contract

Samples: Credit Agreement (Maravai Lifesciences Holdings, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance #10384659v1 by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Warrant Agreement (Delta Air Lines, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required required, in any material respect, in connection with the execution, delivery or performance by, or enforcement against, the Company by any Loan Party of this AgreementAmendment Agreement or for the consummation of the transactions contemplated hereby, except for such the authorizations, approvals, consentsactions, exemptions, authorizations, actions or notices and filings that have been duly obtained, taken taken, given or made and are in full force and effect.

Appears in 1 contract

Samples: Term B Loan Credit Agreement (Remy International, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAmendment, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.. (d)

Appears in 1 contract

Samples: Loan and Security Agreement (Triton International LTD)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower or any Guarantor of this AgreementAgreement or any guaranty, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Uncommitted Loan Agreement (Middlesex Water Co)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrowers of this AgreementAmendment, except for such approvals, consents, exemptions, authorizations, actions or notices that approvals which have been duly obtained, taken or made obtained prior to the date of this Amendment and remain in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Velti PLC)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required required, except as have been obtained or made and are in full force and effect, in connection with the execution, delivery or performance by, or enforcement against, the Company any Loan Party of this Amendment or the Amended Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (ACCO BRANDS Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower or any Guarantor of this AgreementAgreement or any other Related Document, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effectany filings necessary to perfect the Liens created under the Security Pledge Agreement.

Appears in 1 contract

Samples: Credit Agreement (Luminent Mortgage Capital Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Lead Borrower or any other Loan Party of this AgreementAmendment or any other Amended Document, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Destination Xl Group, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this AgreementAgreement except as could not reasonably be expected, except for such approvalsindividually or in the aggregate, consents, exemptions, authorizations, actions or notices that to have been duly obtained, taken or made and in full force and effecta Material Adverse Effect.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Orbimage Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and are in full force and effect.

Appears in 1 contract

Samples: Warrant Agreement (Skywest Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, Transactions except for such those approvals, consents, exemptions, authorizations, authorizations or other actions or notices that which have already been duly obtained, taken taken, given or made and are in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Neustar Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this AgreementAgreement or any other Related Document to which it the Company is a party, except for such approvals, consents, exemptions, authorizations, actions or actions, notices and filings that have been duly obtained, taken obtained or made on or before the Closing Date and are in full force and effect, including any approvals from PUCO.

Appears in 1 contract

Samples: Bond Purchase and Covenants Agreement (Dayton Power & Light Co)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreementor any Subsidiary, except for (i) the perfection or maintenance of the Liens created under the Security Documents (including the second priority nature thereof) or (ii) such approvals, consents, exemptions, authorizations, actions or notices that as have been duly obtained, taken obtained or made and are in full force and effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Body Central Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company by Sellers of this Agreement, Agreement or any other Document except for such approvals, consents, exemptions, authorizations, actions or notices that as have been duly obtained, taken obtained or made and would not reasonably be expected to result in full force and effectan Event of Default.

Appears in 1 contract

Samples: Purchase Agreement (Hospitality Properties Trust)

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Governmental Authorization; Other Consents. No Except to the extent the same have been obtained, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Obligors of this Agreement, except for such approvals, consents, exemptions, authorizations, actions Agreement or notices that have been duly obtained, taken or made and in full force and effectany other Finance Document.

Appears in 1 contract

Samples: Agreement (Discovery Communications, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person person or entity is necessary or required in connection with the execution, execution or delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effectAgreement by IRE.

Appears in 1 contract

Samples: Management Services Agreement (Iowa Renewable Energy, LLC)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Master Servicer of this AgreementAgreement or for the consummation of the transactions contemplated hereby, except for such other than authorizations, approvals, consentsactions, exemptions, authorizations, actions or notices that and filings which have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Master Services Agreement (World Wrestling Entertainmentinc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority, regulatory body or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementCommitment and Acceptance and the New Notes, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Ugi Utilities Inc

Governmental Authorization; Other Consents. No Except as shall have been obtained and remains in effect, no approval, consent, exemption, authorization, or other action byby (other than in the case of enforcement, a court order), or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company such Person of this Amendment (including, with respect to New Holdings, its performance under and enforcement of the Loan Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect).

Appears in 1 contract

Samples: Term Loan Agreement and Joinder Agreement (Rem Consulting of Ohio, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance [AM_ACTIVE 402852819_4] #10386118v4 by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and are in full force and effect.

Appears in 1 contract

Samples: Warrant Agreement (Delta Air Lines, Inc.)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company any Loan Party of this Agreement or the other Loan Document or is then necessary or required in connection with any Material Agreement, except for such approvals, consents, exemptions, authorizationsauthorizations or other actions, actions notices or notices filings that have already been duly obtained, taken obtained or made and that are in full force and effect.

Appears in 1 contract

Samples: Subordinated Credit Agreement (Leo Holdings III Corp.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.. Execution and Delivery; Binding Effect

Appears in 1 contract

Samples: Warrant Agreement (Atlas Air Worldwide Holdings Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.with

Appears in 1 contract

Samples: Credit Agreement (Inseego Corp.)

Governmental Authorization; Other Consents. No Except as shall have been obtained and remains in effect, no approval, consent, exemption, authorization, or other action byby (other than in the case of enforcement, a court order), or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company such Person of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effectAmendment.

Appears in 1 contract

Samples: Term Loan Agreement (National Mentor Holdings, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, actions or notices that and filings which have been duly obtained, taken obtained or made and which are in full force and effecteffect on the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (DST Systems Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAgreement or any other Loan Document, except for such approvals, consents, exemptions, authorizationsauthorizations or other actions as have already been obtained and filings or recordings with respect to the Collateral to be made, actions or notices that have been duly obtainedotherwise delivered for filing and/or recordation, taken or made and in full force and effectas of the Closing Date.

Appears in 1 contract

Samples: Loan Agreement (Vornado Realty Trust)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this AgreementAgreement or any other Equity Document, except for such approvals, consents, exemptions, authorizations, actions or notices to the extent that failure to do so could not reasonably be expected to have been duly obtained, taken or made and in full force and effecta Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (DelStaff, LLC)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company any Loan Party of this Agreement, Agreement or any other Loan Document except for such approvals, consents, exemptions, authorizations, actions or actions, notices that and filings which have been duly obtained, taken taken, given or made and are in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Callaway Golf Co /Ca)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this Agreement, except for such approvals, consents, exemptions, authorizations, actions Agreement or notices that have been duly obtained, taken or made and in full force and effect.any other Transaction Document. (d)

Appears in 1 contract

Samples: Market Line Credit Agreement (Jones Lang Lasalle Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person person or entity is necessary or required in connection with the execution, execution or delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effectAgreement by WMG.

Appears in 1 contract

Samples: Management Services Agreement (Iowa Renewable Energy, LLC)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower or its Subsidiaries of this Agreement, the Acquisition LOI or any other Loan Document to which they are a party, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Secured Credit Agreement (Aditxt, Inc.)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company any Loan Party of this Amendment or the Amended Agreement, except for such the approvals, consents, exemptions, authorizations, actions or actions, notices that and filings which have been duly obtained, taken taken, given or made and are in full force and effect.. D.

Appears in 1 contract

Samples: Credit Agreement

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company any Transaction Party of this Agreement, except for such approvals, consents, exemptions, authorizations, actions Agreement or notices any other Investment Document other than (a) those that have already been duly obtained, taken or made obtained and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable notices pursuant to federal and state securities laws with respect to the Warrants.

Appears in 1 contract

Samples: Credit Agreement (Universal Biosensors Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this Agreement, except for such Agreement other than (i) those that have already been obtained and are in full force and effect; and (ii) approvals, consents, exemptions, authorizations, actions or and notices that have been duly obtained, taken or made and the absence of which would not reasonably be expected to result in full force and effecta “Material Adverse Effect” (as defined herein).

Appears in 1 contract

Samples: Credit Facility Agreement (HWH International Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Purchaser of this Agreementany Loan Document, except for such approvals, (i) consents, exemptions, authorizations, actions or notices that and filings which have been duly obtained, taken obtained or made and in full force and effect(ii) filings to perfect the Liens created by the Loan Documents.

Appears in 1 contract

Samples: Servicing Agreement (American Color Graphics Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Warrant Agreement (Skywest Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person person is necessary or required in connection with the execution, execution or delivery by such Investor of this Agreement or performance by, or enforcement against, the consummation of such Investor’s purchase of the applicable Investor Preferred Interests from the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effecthereunder.

Appears in 1 contract

Samples: Investment Agreement (CrossAmerica Partners LP)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Master Servicer of this AgreementAgreement or for the consummation of the transactions contemplated hereby, except for such other than authorizations, approvals, consentsactions, exemptions, authorizations, actions or notices that and filings which have been duly obtained, taken or made and in full force and effect.. 4.1.4

Appears in 1 contract

Samples: Master Services Agreement

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company it of this Agreement, Agreement or any other Loan Document except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made recordings and filings in full force and effectconnection with the Liens granted to the Administrative Agent under the Security Agreement.

Appears in 1 contract

Samples: Credit Agreement (HPS Corporate Lending Fund)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company of this Agreement, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effectWarrant.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (PARETEUM Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Company Borrower of this AgreementAmendment or any other Amended Document, except for such approvals, consents, exemptions, authorizations, actions or notices that have been duly obtained, taken or made and in full force and effect.

Appears in 1 contract

Samples: Revolving Credit Agreement (Cna Financial Corp)

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