Common use of HSR Act; Governmental Approvals Clause in Contracts

HSR Act; Governmental Approvals. The required waiting period under the HSR Act applicable to the purchase and sale of the Purchased Assets and the Southern Entity Shares shall have expired or been earlier terminated, and all notices, reports and other filings required to be made prior to the Closing by the Parent or the Sellers or by CVS or the Purchaser with, and all material consents, registrations, approvals, permits and authorizations required to be obtained prior to the Closing from, any Governmental Entity in connection with the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby shall have been made or obtained; provided, however that the failure to obtain any or all Pharmacy Approvals by any party hereto shall not be a condition to Closing.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (J C Penney Co Inc), Asset Purchase Agreement (CVS Corp)

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HSR Act; Governmental Approvals. The required waiting period under the HSR Act applicable to the purchase and sale of the Purchased Assets and the Southern Entity Shares shall have expired or been earlier terminated, and all notices, reports and other filings required to be made prior to the Closing by the Parent any TDI Company or the Sellers any TDI Subsidiary or by CVS or the Purchaser with, and all material consents, registrations, approvals, permits and authorizations required to be obtained prior to the Closing from, any Governmental Entity in connection with the execution, execution and delivery and performance of this Agreement and the consummation of the transactions contemplated hereby shall have been made or obtained; providedprovided however, however that the failure to obtain any or all Pharmacy Approvals by any party hereto shall not be a condition to Closing.

Appears in 2 contracts

Samples: Stock Purchase Agreement (J C Penney Co Inc), Stock Purchase Agreement (Brooks Pharmacy, Inc.)

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HSR Act; Governmental Approvals. The required waiting period under the HSR Act applicable to the purchase and sale of the Purchased Assets and the Southern Entity Shares transactions contemplated hereby shall have expired or been earlier terminated, and all notices, reports reports, and other filings required to be made prior to the Closing by the Parent Purchasers or the Sellers or by CVS or the Purchaser JAKKS with, and all material licenses, permits, consents, registrations, approvals, permits and authorizations authorizations, qualifications, or orders required to be obtained prior to the Closing by Purchasers or JAKKS from, any Governmental Government Entity in connection with the execution, execution and delivery and performance of this Agreement and the Related Documents and the consummation of the transactions contemplated hereby and thereby shall have been made or obtained; provided, however that the failure to obtain any or all Pharmacy Approvals by any party hereto shall not be a condition to Closing.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Jakks Pacific Inc)

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