No Litigation; Consents. (a) As of the Execution Date, (i) there is no Litigation pending or, to the knowledge of Buyer, threatened in writing against Buyer or any of its Affiliates before any Governmental Authority, and (ii) there is no order or judgment of a Governmental Authority to which Buyer or any of its Affiliates is subject, except, in each case ((i) and (ii) immediately above) for such Litigation, orders and judgments that would not reasonably be expected to constitute a Buyer Material Adverse Effect. (b) Except for (i) consents, permits or authorizations that if not received, or declarations, filings or registrations that if not made, would not reasonably be expected to constitute a Buyer Material Adverse Effect, and (ii) consents, permits, authorizations, declarations, filings or registrations that have become applicable solely as a result of the specific regulatory status of Seller or its Affiliate, no notice to, filing with, permit of, authorization of, exemption by, or consent of, any Governmental Authority or other Person is required for Buyer to consummate the transactions contemplated hereby or by the Ancillary Agreements.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Aralez Pharmaceuticals Inc.), Asset Purchase Agreement (Aralez Pharmaceuticals Inc.)
No Litigation; Consents. (a) As of the Execution Date, (i) there is no Litigation pending or, to the knowledge of Buyer, threatened in writing against Buyer or any of its Affiliates before any Governmental Authority, and (ii) there is no order or judgment Judgment of a Governmental Authority to which Buyer or any of its Affiliates is subject, except, in each case ((i) and (ii) immediately above) for such Litigation, orders Litigation and judgments Judgments that would not reasonably be expected to constitute a Buyer Material Adverse Effect.
(b) Except for (i) the Consent Orders, (ii) consents, permits or authorizations that if not received, or declarations, filings or registrations that if not made, would not reasonably be expected to constitute a Buyer Material Adverse Effect, and (iiiii) consents, permits, authorizations, declarations, filings or registrations that have become applicable solely as a result of the specific regulatory status of Seller or its Affiliate, no notice to, filing with, permit of, authorization of, exemption by, or consent of, any Governmental Authority or other Person is required for Buyer to consummate the transactions contemplated hereby or by the Ancillary Agreements.
Appears in 1 contract
No Litigation; Consents. (a) As of the Execution Date, (i) there is no Litigation pending or, to the knowledge of Buyer, threatened in writing against Buyer or any of its Affiliates before any Governmental Authority, and (ii) there is no order or judgment Judgment of a Governmental Authority to which Buyer or any of its Affiliates is subject, except, in each case ((i) and (ii) immediately above) for such Litigation, orders Litigation and judgments Judgments that would not reasonably be expected to constitute a Buyer Material Adverse Effect.
(b) Except for (i) the Consent Orders, (ii) consents, permits or authorizations that if not received, or declarations, filings or registrations that if not made, would not reasonably be expected to constitute a Buyer Material Adverse Effect, and (iiiii) consents, permits, authorizations, declarations, filings or registrations that have become applicable solely as a result of the specific regulatory status of Seller or its Affiliate, no notice to, filing with, permit of, authorization of, exemption by, or consent of, any Governmental Authority or other Person is required for Buyer to consummate the transactions contemplated hereby or by the Ancillary Agreements.
Appears in 1 contract
No Litigation; Consents. (a) As Neither Seller nor any of the Execution Date, (i) there its Affiliates is no engaged in any Litigation pending ornor, to the knowledge of BuyerSeller’s Knowledge, is there any Litigation threatened in writing against Buyer Seller or any of its Affiliates before any Governmental Authorityin the Territory with respect to a Product, and the Product Business, the Purchased Assets or Assumed Liabilities.
(iib) there There is no order or judgment of a Governmental Authority in the Territory to which Buyer Seller or any of its Affiliates is subjectsubject with respect to a Product, exceptthe Product Business, in each case ((i) and (ii) immediately above) for such Litigation, orders and judgments that would not reasonably be expected to constitute a Buyer Material Adverse Effectthe Purchased Assets or the Assumed Liabilities.
(bc) Except for (i) consentsif required, permits compliance with and filings or authorizations notifications required under any applicable Antitrust Law and the expiration or termination of the waiting periods thereunder, (ii) Authorizations that if not received, or declarations, filings or registrations that if not made, would not reasonably be expected to constitute have a Buyer Material Adverse Effect, and (iiiii) consents, permits, authorizationsAuthorizations, declarations, filings or registrations that have become applicable solely as a result of the specific regulatory status of Seller Buyer or its AffiliateAffiliates and (iv) items disclosed in Section 3.1.5(c) of the Disclosure Schedules, no notice to, filing with, permit of, authorization of, exemption by, with or consent of, Authorization of any Governmental Authority or other Person in the Territory is required for Buyer Seller to consummate the transactions contemplated hereby or by the Ancillary AgreementsTransactions.
Appears in 1 contract
Samples: Asset Purchase Agreement (Catalyst Pharmaceuticals, Inc.)