Governmental Consents; No Conflicts. (a) The execution, delivery, and performance by such Company of this Agreement, its Related Agreements and the consummation by such Company of the transactions contemplated hereby and thereby, do not and will not require any Consent of or with any Governmental Authority, other than (i) any Consent the failure of which to be obtained would not (A) prevent or materially delay the consummation by such Company of the transactions contemplated by this Agreement and its Related Agreements or (B) reasonably be expected to have a Material Adverse Effect, (ii) any Consent that is required as a result of any facts or circumstances relating solely to Purchaser or any of its Affiliates, and (iii) the Consents set forth on Section 5.3(a) of the Seller Disclosure Schedule.
Appears in 1 contract
Samples: Stock Purchase Agreement (Bright Health Group Inc.)
Governmental Consents; No Conflicts. (a) The execution, delivery, and performance by such Company Purchaser of this Agreement, Agreement and its Related Agreements Agreements, and the consummation by such Company Purchaser of the transactions contemplated hereby by this Agreement and therebyits Related Agreements, do not and will not require any Consent of or with any Governmental Authority, other than (i) any Consent the failure of which to be obtained would not (A) be material to Purchaser or prevent or materially delay the consummation by such Company Purchaser of the transactions contemplated by this Agreement and or any of its Related Agreements or (B) reasonably be expected to have a Material Adverse EffectAgreements, (ii) any Consent that is required as a result of any facts or circumstances relating solely to Purchaser Seller, the Companies, or any of its their respective Affiliates, and (iii) the Consents set forth on in Section 5.3(a6.2(a) of the Seller Purchaser Disclosure Schedule.
Appears in 1 contract
Samples: Stock Purchase Agreement (Bright Health Group Inc.)
Governmental Consents; No Conflicts. (a) The execution, delivery, and performance by such Company each of Purchaser and Merger Sub of this Agreement, Agreement and its Related Agreements Agreements, and the consummation by such Company each of Purchaser and Merger Sub of the transactions contemplated hereby and thereby, Transactions do not and will not require any Consent of or with any Governmental Authority, other than (i) any Consent the failure of which to be obtained would not (A) be material to Purchaser or Merger Sub, as applicable, or prevent or materially delay the consummation by such Company Purchaser or Merger Sub, as applicable, of the transactions contemplated by this Agreement Transactions, and its Related Agreements or (B) reasonably be expected to have a Material Adverse Effect, (ii) any Consent that is required as a result of any facts or circumstances relating solely to Purchaser Seller or any of its Affiliates, and Affiliates (iii) including the Consents set forth on Section 5.3(a) of the Seller Disclosure ScheduleCompany).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Proficient Auto Logistics, Inc)
Governmental Consents; No Conflicts. (a) The execution, delivery, and performance by such Company each of Purchaser and Merger Sub of this Agreement, Agreement and its Related Agreements Agreements, and the consummation by such Company each of Purchaser and Merger Sub of the transactions contemplated hereby and thereby, Transactions do not and will not require any Consent of or with any Governmental Authority, other than (i) any Consent the failure of which to be obtained would not (A) be material to Purchaser or Merger Sub, as applicable, or prevent or materially delay the consummation by such Company Purchaser or Merger Sub, as applicable, of the transactions contemplated by this Agreement Transactions and its Related Agreements or (B) reasonably be expected to have a Material Adverse Effect, (ii) any Consent that is required as a result of any facts or circumstances relating solely to Purchaser Sellers or any of its Affiliates, and their respective Affiliates (iii) including the Consents set forth on Section 5.3(a) of the Seller Disclosure ScheduleCompany).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Proficient Auto Logistics, Inc)