Necessary Approvals and Consents. Other than (a) in connection with or in compliance with the laws of the States of Florida and Ohio with respect to effectuating the Merger, (b) consents required to be obtained from applicable liquor control authorities, (c) consents required to be obtained from lessors, and (d) under the provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, or state securities or blue sky laws, no authorization, consent, permit or license or approval of or declaration, registration or filing with, any person or governmental or regulatory authority or agency is necessary for the execution and delivery by OSI and Outback of this Agreement, the Articles of Merger and the other agreements executed or to be executed by either of them in connection with this Agreement and the consummation by OSI and Outback of the transactions contemplated by this Agreement and the Articles of Merger.
Necessary Approvals and Consents. 32.1 Each Party warrants to the other Party that it has the necessary rights, licences and authorities to enter into and perform its obligations in terms of this Agreement.
32.2 Each Party agrees to indemnify the other Party against any loss, claim, expense, damage or action, suffered or sustained by such other Party pursuant to a breach by such indemnifying Party of its warranty in terms of Clause 32.1, notwithstanding anything to the contrary contained in this Agreement.
Necessary Approvals and Consents. Other than (a) in connection with or in compliance with the laws of the States of Florida and Delaware with respect to effectuating the Merger, (b) consents required to be obtained from applicable liquor control authorities and (c) consents required to be obtained from lessors, no authorization, consent, permit or license or approval of or declaration, registration or filing with, any person or governmental or regulatory authority or agency is necessary for the execution and delivery by OSI and Outback of this Agreement, the Merger Agreement and the other agreements executed or to be executed by either of them in connection with this Agreement and the consummation by OSI and Outback of the transactions contemplated by this Agreement and the Merger Agreement.
Necessary Approvals and Consents. Other than (a) in connection with or in compliance with the laws of the States of Florida and Nevada with respect to effectuating the Merger, (b) consents required to be obtained from applicable liquor control authorities, (c) consents required to be obtained from lessors, and (d) under the provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or state securities or blue sky laws, no authorization, consent, permit or license or approval of or declaration, registration or filing with, any person or governmental or regulatory authority or agency is necessary for the execution and delivery by each of JVP CORP and GRAPPO of this Agreement, the Articles of Merger and the other agreements executed or to be executed by them in connection with this Agreement, and the consummation by JVP CORP and GRAPPO of the transactions contemplated by this Agreement and the Articles of Merger, and the ownership and operation by Outback of the respective businesses and properties of JVP CORP after the Effective Date in substantially the same manner as now operated.
Necessary Approvals and Consents. No authorization, consent, permit, license or approval of, or declaration, registration, or filing with, any person (including any or governmental authority) is required as a condition to the execution, delivery, or performance by Purchaser of this Agreement or the other documents executed by Purchaser in connection with this Agreement or the consummation by it of the transactions contemplated hereby and thereby.
Necessary Approvals and Consents. 11 4.11 Absence of Certain Changes or Events......................................................12
Necessary Approvals and Consents. Other than the consents, approvals and releases of third parties described on Schedule 2.6. that are being delivered by Seller and/or Shareholder at each Closing, no authorization, consent, permit, license or approval of, or declaration, registration or filing with, any person (including any governmental authority) is required as a condition to the execution, delivery or performance by Seller or Shareholder of this Agreement or the other documents executed by either of them in connection with this Agreement or the consummation by Seller or Shareholder of the transactions contemplated hereby and thereby.
Necessary Approvals and Consents. Other than (a) consents required to be obtained from applicable liquor control authorities, (b) consents required to be obtained from lessors, (c) consents or approvals under the provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or state securities or blue sky laws, and (d) consents required to be obtained from Sellers’ shareholders, no authorization, consent, permit or license or approval of or declaration, registration or filing with, any person or governmental or regulatory authority or agency is necessary for the execution and delivery by each of Sellers of this Agreement and the other agreements executed or to be executed by them in connection with this Agreement. Other than consents required to be obtained from applicable liquor control authorities, no authorization, consent, permit or license or approval of or declaration, registration or filing with, any person or governmental or regulatory authority or agency shall be necessary at the time of Closing for the consummation by Sellers of the transactions contemplated by this Agreement and the ownership and operation by Buyer of the respective businesses and properties of the LLC after the Closing Date in substantially the same manner as now operated.
Necessary Approvals and Consents. Other than (a) in connection with or in compliance with the laws of the States of Florida and Michigan with respect to effectuating the Merger, (b) consents required to be obtained from applicable liquor control authorities, (c) consents required to be obtained from lessors, and (d) under the provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or state securities or blue sky laws, no authorization, consent, permit or license or approval of or declaration, registration or filing with, any person or governmental or regulatory authority or agency is necessary for the execution and delivery by each of WAI and Xxxxx of this Agreement, the Merger Agreement and the other agreements executed or to be executed by them in connection with this Agreement, and the consummation by WAI and Xxxxx of the transactions contemplated by this Agreement and the Merger Agreement, and the ownership and operation by Outback of the respective businesses and properties of WAI after the Effective Date in substantially the same manner as now operated.
Necessary Approvals and Consents. Other than (a) in connection with or in compliance with the laws of the States of Florida and Nevada with respect to effectuating the Merger, (b) consents required to be obtained from applicable liquor control authorities, (c) consents required to be obtained from lessors, and (d) under the provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or state securities or blue sky laws, no authorization, consent, permit or license or approval of or declaration, registration or filing with, any person or governmental or regulatory authority or agency is necessary for the execution and delivery by each of NSC and Grappo of this Agreement, the Merger Agreement and the other agreements executed or to be executed by them in connection with this Agreement, and the consummation by NSC and Grappo of the transactions contemplated by this Agreement and the Merger Agreement, and the ownership and operation by Outback of the respective businesses and properties of NSC and the Partnership after the Effective Date in substantially the same manner as now operated.
