Common use of Governmental Consents; Compliance with Law Clause in Contracts

Governmental Consents; Compliance with Law. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state, or local governmental authority on the part of the Company is required in connection with the consummation of the transactions contemplated by this Agreement except for (i) the filing of a Shelf Registration Statement and all amendments thereto with the SEC as contemplated by Section 12.1 of this Agreement, (ii) any filings required by state securities laws and (iii) the filing of a notification and report form under the United States Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act"). The Company and each Subsidiary is conducting business in compliance in all material respects with all applicable laws, rules and regulations of the jurisdictions in which it is conducting business, including but not limited to, all applicable local, state and federal environmental laws and regulations.

Appears in 2 contracts

Samples: Rights Exchange Agreement (Medarex Inc), Rights Exchange Agreement (BCC Acquisition I LLC)

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Governmental Consents; Compliance with Law. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state, or local governmental authority on the part of the Company is required in connection with the consummation of the transactions contemplated by this Agreement except for (i) the filing of a Shelf Registration Statement and all amendments thereto with the SEC as contemplated by Section 12.1 10.1 of this Agreement, (ii) any filings required by state securities laws and (iii) if required, the filing of a notification and report form under the United States Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act"). The Each of the Company and each its Subsidiary is conducting business in compliance in all material respects with all applicable laws, rules and regulations of the jurisdictions in which it is conducting business, including but not limited to, all applicable local, state and federal environmental laws and regulations.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (BCC Acquisition Ii LLC), Put Option and Stock Purchase Agreement (Diametrics Medical Inc)

Governmental Consents; Compliance with Law. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state, or local governmental authority on the part of the Company is required in connection with the consummation of the transactions contemplated by this Agreement Amendment except for (i) the filing of a Shelf Registration Statement and all amendments thereto with the SEC as contemplated by Section 12.1 8.1 of this AgreementAmendment, (ii) any filings required by state securities laws and (iii) if required, the filing of a notification and report form under the United States Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR “HSR. Act"). The Each of the Company and each its Subsidiary is conducting business in compliance in all material respects with all applicable laws, rules and regulations of the jurisdictions in which it is conducting business, including but not limited to, all applicable local, state and federal environmental laws and regulations.

Appears in 1 contract

Samples: Convertible Senior Secured Fixed Rate Notes (Bay City Capital Management LLC)

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Governmental Consents; Compliance with Law. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state, or local governmental authority on the part of the Company is required in connection with the consummation of the transactions contemplated by this Agreement Amendment except for (i) the filing of a Shelf Registration Statement and all amendments thereto with the SEC as contemplated by Section 12.1 8.1 of this AgreementAmendment, (ii) any filings required by state securities laws and (iii) if required, the filing of a notification and report form under the United States Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act"). The Each of the Company and each its Subsidiary is conducting business in compliance in all material respects with all applicable laws, rules and regulations of the jurisdictions in which it is conducting business, including but not limited to, all applicable local, state and federal environmental laws and regulations.

Appears in 1 contract

Samples: Note Purchase Agreement (Diametrics Medical Inc)

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