Governmental Authorization; Permits. (a) Except as set forth on Schedule 4.4(a) attached hereto, no consent, approval, authorization or other action by, notice to, or registration or filing with, any Governmental Authority or other Person is or will be required as a condition to or otherwise in connection with the due execution, delivery and performance by Borrower of this Agreement or any of the other Credit Documents or the legality, validity or enforceability hereof or thereof.
Governmental Authorization; Permits. 60 6.5 Litigation..................................................60 6.6 Taxes.......................................................60 6.7 Subsidiaries................................................61 6.8 Full Disclosure.............................................61 6.9 Margin Regulations..........................................61 6.10 No Material Adverse Change..................................61 6.11
Governmental Authorization; Permits. (a) No consent, approval, authorization or other action by, notice to, or registration or filing with, any Governmental Authority or other Person is or will be required as a condition to or otherwise in connection with the due execution, delivery and performance by each of the Borrower and its Material Subsidiaries of this Agreement or any of the other Transaction Documents to which it is or will be a party or the legality, validity or enforceability hereof or thereof, other than (i) consents, authorizations and filings in connection with the Acquisition that have been (or on or prior to the Acquisitions Closing Date will have been) made or obtained and that are (or on the Acquisitions Closing Date will be) in full force and effect, which consents, authorizations and filings are listed on Schedule 6.4, and (ii) filings of Uniform Commercial Code financing statements and other instruments necessary to perfect the Liens created by the Security Documents.
Governmental Authorization; Permits. (a) No consent, approval, ----------------------------------- authorization or other action by, notice to, or registration or filing with, any Governmental Authority or other Person is or will be required as a condition to or otherwise in connection with the due execution, delivery and performance by any Credit Party of this Agreement or any of the other Credit Documents to which it is or will be a party or the legality, validity or enforceability hereof or thereof, other than (i) filings of Uniform Commercial Code financing statements and other instruments and actions necessary to perfect the Liens created by the Security Documents, (ii) consents that would be required in respect of the leases referred to in clause (iii) of SECTION 5.3, and (iii) consents the failure to obtain which would not, individually or in the aggregate, have a Material Adverse Effect.
Governmental Authorization; Permits. No consent, approval, authorization or other action by, notice to, or registration or filing with, any Governmental Authority or other Person is or will be required as a condition to or otherwise in connection with the due execution, delivery and performance by the Borrower and the Guarantors of this Second Amendment and the Preferred Share Purchase Documents or the legality, validity or enforceability hereof or thereof, other than (i) consents, authorizations and filings that have been (or on or prior to the Second Amendment Effective Date will have been) made or obtained and that are (or on the Second Amendment Effective Date will be) in full force and effect, which consents, authorizations and filings are listed on Schedule 4.4 hereto and (ii) consents and filings the failure to obtain or make which would not, individually or in the aggregate, have a Material Adverse Effect.
Governmental Authorization; Permits. Except and set forth on Schedule 2.5 the execution, delivery and performance by Seller, Subsidiary and the Stockholders of this Agreement and the other Transaction Documents, and the consummation of the transactions contemplated hereby and thereby, do not and will not require any consent, approval or action by or in respect of, or any declaration, filing or registration with, by or on behalf of Seller, Subsidiary or the Stockholders, any governmental or regulatory body, court, agency, official or authority (each, a "Governmental Authority"). Schedule 2.5 also lists all Permits registered in the name of Seller or Subsidiary or otherwise related to the Business.
Governmental Authorization; Permits. (a) No consent, approval, ----------------------------------- authorization or other action by, notice to, or registration or filing with, any Governmental Authority or other Person is or will be required as a condition to or otherwise in connection with the due execution, delivery and performance by any Credit Party of this Agreement or any of the other Transaction Documents to which it is or will be a party or the legality, validity or enforceability hereof or thereof, other than (i) consents, authorizations and filings in connection with the Xxxxxxxx Acquisition that, except as indicated on Schedule C, have been (or on or prior to the Closing Date will have been) made or obtained and that are (or on the Closing Date will be) in full force and effect, which consents, authorizations and filings are listed thereon, (ii) filings of Uniform Commercial Code financing statements and other instruments necessary to perfect the Liens created by the security documents in connection with the Senior Credit Facility, (iii) consents that would be required in respect of the leases referred to in clause (iv) of SECTION 4.3 and (iv) consents the failure of which to obtain would not, individually or in the aggregate, have a Material Adverse Effect.
Governmental Authorization; Permits. (a) No consent, approval, authorization, exemption or other action by, notice to, or filing with, any Governmental Authority is required in connection with (i) the due execution, delivery and performance by each of the Borrower and its Subsidiaries of this Agreement or any of the other Loan Documents to which it is a party or the legality, validity or enforceability hereof or thereof, other than the approval of all relevant Departments with respect to any foreclosure or other transfer, but not the pledge, under the Pledge and Security Agreement of any Collateral constituting stock of any Insurance Subsidiary, or (ii) the perfection and maintenance (including maintenance of priority) of the Liens created pursuant to the Loan Documents, in each case other than filings specifically contemplated by the Loan Documents and other than such filings as have been obtained and are set forth in Schedule 5.4.
Governmental Authorization; Permits. (a) No consent, approval, authorization, exemption or other action by, notice to, or filing with, any Governmental Authority is required in connection with (i) the due execution, delivery and performance by each of the Borrower and its Subsidiaries of the Loan Documents and Transaction Documents to which it is a party, the consummation of the Transactions or the legality, validity or enforceability hereof or thereof or (ii) the perfection and maintenance (including maintenance of priority) of the Liens created pursuant to the Loan Documents, in each case other than filings specifically contemplated by the Loan Documents and other than such filings and approvals as have been made or obtained and are set forth in Schedule 4.4(a).
Governmental Authorization; Permits. No consent, approval, authorization or other action by, notice to, or registration or filing with, any Governmental Authority or other Person is or will be required as a condition to or otherwise in connection with the due execution, delivery and performance by the Borrower, the Guarantors and PXRE Bermuda of this Third Amendment, the Group Guarantee and the PXRE Bermuda Credit Enhancement Policy or the legality, validity or enforceability hereof or thereof.
