Other Regulatory Consents. Other than the filing provided for in Section 1.3, the parties shall have made or filed those notices, reports or other filings required to be made or filed with, and obtained those registrations, approvals, permits or authorizations required to be obtained from or filed with any Governmental Entity prior to the consummation of the Mergers and in each case set forth in Sections 5.1(d) and 5.2(e) ("Governmental Consents") and such Governmental Consents shall have become Final Orders, except for those that the failure to make or to obtain, either individually or in the aggregate are not reasonably likely to have a material adverse effect on the combined entity resulting from the transactions contemplated hereby.
Other Regulatory Consents. All Foreign Antitrust Filings and Other Governmental Filings shall have been obtained at or prior to the Effective Time, except in the case of the Other Governmental Filings for such approvals or consents whose failure to be so obtained would not be reasonably expected to have a Parent Material Adverse Effect or Company Material Adverse Effect or both.
Other Regulatory Consents. 2.1 The Purchaser having obtained a declaration of no objection (verklaring van geen bezwaar) of the Dutch Central Bank (De Nederlandsche Bank N.V.) in relation to the acquisition of the Shares in the Company by the Purchaser.
2.2 The central bank of Spain having notified the Purchaser that it has approved the acquisition of the Shares in the Company by the Purchaser.
2.3 The national bank of Romania having notified the Purchaser that it has approved the acquisition of the Shares in the Company by the Purchaser.
2.4 The European Commission having issued a decision under Article 6(1)(b) or 6(2) of Council Regulation (EC) No. 139/2004 (the “Merger Regulation”) (or being deemed to have done so under Article 10(6) of the Merger Regulation) approving the purchase of the Shares as being compatible with the common market and/or, if any aspect of the Transaction is referred by the European Commission to a national competition authority of an EU or EFTA state or more than one such competition authorities under Article 9 of the Merger Regulation, approval having been received from each such competent authority that the purchase of the Shares by the Purchaser may proceed. The words “approved”, “approving”, “approval” or “notice of no objection” or their derivatives in relation to the regulatory consents in paragraphs 1 and 2 above shall mean an approval (or declaration of no objection, as applicable) by the relevant competent authority which does not impose conditions, undertakings or obligations on the Purchaser such that the impact of any such conditions, undertakings or obligations imposed on the Purchaser is so serious and adverse that they could reasonably be expected to affect fundamentally the willingness of a reasonable purchaser to proceed to Completion.
Other Regulatory Consents. In addition to its obligations in respect of Regulatory Consents under the Competition Act, Buyer shall, at its own expense, subject to obtaining the reasonable cooperation and assistance of MDS, use all commercially reasonable efforts to obtain by the Closing Time all other Regulatory Consents in respect of the Diagnostics Business in Ontario and Quebec. MDS shall cause the Sellers to reasonably co-operate with and assist Buyer during the Interim Period in order to permit Buyer to obtain such Regulatory Consents. Subject to Applicable Law and the Confidentiality Agreement, the Parties will coordinate and co-operate with one another in exchanging such information and supplying such assistance as may be reasonably requested by each in connection with the foregoing including providing each other with all notices and information supplied or filed with any Governmental Authority after the date hereof (except for notices and information which MDS or Buyer in each case acting reasonably, considers confidential and competitively sensitive which may be filed on a confidential basis) and all notices or correspondence received from any Governmental Authority.
Other Regulatory Consents. The Teva Required Statutory Approvals and Sicor Required Statutory Approvals shall have been obtained at or prior to the Effective Time, such approvals shall have become Final Orders (as hereinafter defined), and no Final Order shall impose terms or conditions that would have, or would be reasonably likely to have a Teva Material Adverse Effect or Sicor Material Adverse Effect on Teva or Sicor (together with the Subsidiaries of Teva and Sicor, respectively) taken as a whole, respectively. A “Final Order” means action by the relevant regulatory authority that has not been reversed, stayed, enjoined, set aside, annulled or suspended, with respect to which any waiting period prescribed by Law before the transactions contemplated hereby may be consummated has expired, and as to which all conditions to the consummation of such transactions prescribed by Law, regulation or order have been satisfied.
Other Regulatory Consents. 2.1 The Purchaser having obtained a declaration of no objection (verklaring van geen bezwaar) of the Dutch Central Bank (De Nederlandsche Bank N.V.) in relation to the acquisition of the Shares in the Company by the Purchaser.
2.2 Each of the central bank of Spain and the European Central Bank, as applicable, having notified the Purchaser that it has approved the acquisition of the Shares in the Company by the Purchaser.
2.3 The national bank of Romania having notified the Purchaser that it has approved the acquisition of the Shares in the Company by the Purchaser.
2.4 If applicable, the European Commission having issued a decision under Article 6(1)(b) or 6(2) of Council Regulation (EC) No. 139/2004 (the “Merger Regulation”) (or being deemed to have done so under Article 10(6) of the Merger Regulation) approving the purchase of the Shares as being compatible with the common market and/or, if any aspect of the Transaction is referred by the European Commission to a national competition authority of an EU or EFTA state or more than one such competition authorities under Article 9 of the Merger Regulation, approval having been received from each such competent authority that the purchase of the Shares by the Purchaser may proceed.
2.5 The Central Bank of Russia having notified the Purchaser that it has approved the acquisition of the Shares in the Company by the Purchaser.
2.6 The Malta Financial Services Authority having notified the Purchaser that it has approved the acquisition of the Shares in the Company by the Purchaser.
2.7 The Central Bank of Turkish Republic of Northern Cyprus (KKTC Merkez BankasI) having notified the Purchaser that it has approved the acquisition of the Shares in the Company by the Purchaser.
2.8 The Purchaser having notified the Commission de Surveillance du Secteur Financier (CSSF) in Luxembourg about the acquisition of the Shares in the Company by the Purchaser.
2.9 If applicable, the Ministry of Commerce of the People’s Republic of China having notified the Purchaser that it has approved the acquisition of the Shares in the Company by the Purchaser. The words “approved”, “approving”, “approval” or “notice of no objection” or their derivatives in relation to the regulatory consents in paragraphs 1 and 2 above shall mean an approval (or declaration of no objection, as applicable) by the relevant competent authority which does not impose conditions, undertakings or obligations on the Purchaser such that the impact of any such cond...
Other Regulatory Consents. Other than the filing provided for in ------------------------- Section 1.3, the parties shall have made or filed all notices, reports or other filings required to be made or filed with, and obtained all registrations, approvals, permits or authorizations required to be obtained from or filed with, any Governmental Entity as contemplated by Sections 5.4 and 6.6 ("Governmental ------------ Consents") which if not obtained or filed would be reasonably likely to have a -------- Parent Material Adverse Effect (assuming for this purpose that the Effective Time had occurred, and, at such time, the Company is a Subsidiary of Parent).
Other Regulatory Consents. 49 (f) LITIGATION . . . . . . . . . . . . . . . . . . . . 50 7.2
Other Regulatory Consents. Seller shall have obtained the written, final and un- appealable approvals, authorizations, and consents (including consents for Permit transfers) that are required to consummate the transactions contemplated by this Agreement and for WVAWC to operate the System and the Assets after the Closing, including but not limited to the approval of an appropriate NPDES Permit from the DEP and every regulatory agency of federal, state or local government that may be required in WVAWC’s opinion, each in form and substance (including with respect to the terms and conditions contained in any such approval) acceptable to WVAWC in its sole and absolute discretion, and all waiting periods under existing laws, and all extensions thereof, the passing of which is necessary to consummate the contemplated transactions and finalize a Closing, shall have expired.
Other Regulatory Consents. In addition to its obligations in respect of Regulatory Consents under the Competition Act, Buyer shall, at its own expense, subject to obtaining the reasonable cooperation and assistance of MDS, use all commercially reasonable efforts to obtain by the BC Closing Time all other Regulatory Consents in respect of the Diagnostics Business. MDS shall cause the Operators (other than Xxxxxx XX) to, and Xxxxxx XX shall, reasonably co-operate with and assist Buyer during the Interim Period in order to permit Buyer to obtain such Regulatory Consents. Subject to Applicable Law and the Confidentiality Agreement, the Parties will coordinate and co-operate with one another in exchanging such information and supplying such assistance as may be reasonably requested by each in connection with the foregoing including providing each other with all notices and information supplied or filed with any Governmental Authority after the date hereof (except for notices and information which MDS or Buyer in each case acting reasonably, considers confidential and competitively sensitive which may be filed on a confidential basis) and all notices or correspondence received from any Governmental Authority.
