Common use of NO CONSENTS OR APPROVALS OF GOVERNMENTAL AUTHORITIES Clause in Contracts

NO CONSENTS OR APPROVALS OF GOVERNMENTAL AUTHORITIES. No consent or approval of, or filing and expiration of a period for disapproval by, any governmental authority is required for the Company to consummate the transactions contemplated by this Agreement, except for filing the Merger Agreement pursuant to the CGCL and for filing the Certificate of Merger pursuant to the DGCL. Notwithstanding the immediately preceding sentence, the Company and the Stockholders make no representation or warranty regarding whether any filing is required under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act"), but the Company and the Stockholders do represent and warrant that (a) the aggregate gross assets of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million as of September 30, 1997, and (b) the aggregate revenues of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million for the Company's most recently completed fiscal year.

NO CONSENTS OR APPROVALS OF GOVERNMENTAL AUTHORITIES. No consent or approval of, or filing and expiration of a period for disapproval by, any governmental authority is required for the Company to consummate the transactions contemplated by this Agreement, except for filing the Articles of Merger Agreement pursuant to the CGCL VSCA and for filing the Certificate of Merger pursuant to the DGCL. Notwithstanding the immediately preceding sentence, the Company and the Stockholders Stockholder make no representation or warranty regarding whether any filing is required under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act"), but the Company and the Stockholders Stockholder do represent and warrant that (a) the aggregate gross assets of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million as of September 30, 1997, and (b) the aggregate revenues of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million for the Company's most recently completed fiscal year.

NO CONSENTS OR APPROVALS OF GOVERNMENTAL AUTHORITIES. No consent or approval of, or filing and expiration of a period for disapproval by, any governmental authority is required for the Company to consummate the transactions contemplated by this Agreement, except for filing of the Articles of Merger Agreement pursuant to the CGCL UBCA and for filing the Certificate of Merger pursuant to the DGCL. Notwithstanding the immediately preceding sentence, the Company and the Stockholders make no representation or warranty regarding whether any filing is required under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act"), but the Company and the Stockholders do represent and warrant that (a) the aggregate gross assets of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million as of September 30, 1997, and (b) the aggregate revenues of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million for the Company's most recently completed fiscal year.

NO CONSENTS OR APPROVALS OF GOVERNMENTAL AUTHORITIES. No consent or approval of, or filing and expiration of a period for disapproval by, any governmental authority is required for the Company to consummate the transactions contemplated by this Agreement, except for filing the Certificate of Merger Agreement and tax clearance certificate pursuant to the CGCL and for filing the Certificate of Merger pursuant to the DGCL. Notwithstanding the immediately preceding sentence, the Company and the Stockholders make no representation or warranty regarding whether any filing is required under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act"), but the Company and the Stockholders do represent and warrant that (a) the aggregate gross assets of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million as of September 30, 1997, and (b) the aggregate revenues of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million for the Company's most recently completed fiscal year.

NO CONSENTS OR APPROVALS OF GOVERNMENTAL AUTHORITIES. No consent or approval of, or filing and expiration of a period for disapproval by, any governmental authority is required for the Company to consummate the transactions contemplated by this Agreement, except for filing the Merger Agreement pursuant to the CGCL and for filing the Certificate of Merger pursuant to the DGCLDGCL and the filing of the Articles of Merger pursuant to the MBCL. Notwithstanding the immediately preceding sentence, the Company and the Stockholders make no representation or warranty regarding whether any filing is required under the Hart-Hart- Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act"), but the Company and the Stockholders do represent and warrant that (a) the aggregate gross assets of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million as of September 30, 1997, and (b) the aggregate revenues of the Company plus those of any direct or indirect legal or beneficial holder of 50% or more of the Shares were less than $100 million for the Company's most recently completed fiscal year.