Permits; Governmental and Other Approvals. (a) Other than as set forth in Section 4.10 of the Schedule of Exceptions or in the Company Reports, each of the Company and its Subsidiaries possesses all necessary consents, approvals, authorizations, orders, registrations, stamps, filings, qualifications, licenses, permits or other analogous acts by, of, from or with all public, regulatory or governmental agencies, bodies and authorities and all other third parties, to own, lease and operate its respective properties and to carry on its business as now conducted and proposed to be conducted except to the extent that the failure to obtain any such consents, approvals, authorizations, orders, registrations, stamps, filings, qualifications, licenses or permits would not have a Material Adverse Effect. Other than as set forth in Section 4.10 of the Schedule of Exceptions, no approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with, any governmental authority or any other Person is required in connection with the Company’s valid execution, delivery and performance of this Agreement or the offer, issuance and sale of the Notes by the Company to the Lenders or the consummation of any other transaction contemplated on the part of the Company hereby.
(b) Without limiting the generality of the representations and warranties made in Section 4.10(a), the Company represents and warrants that (i) it and the Guarantors are in compliance with all applicable provisions of the FDC Act, except where any such noncompliance could not reasonably be expected to have a Material Adverse Effect; (ii) its products and those of the Guarantors are not adulterated or misbranded and are in lawful distribution; (iii) the consent agreement entered into by the Company with the United States Attorney for the Eastern District of New York on behalf of the FDA on June 29, 1993 has been terminated; and (iv) it and the Guarantors are, and will be, in compliance with the following specific requirements: (A) Acura Pharmaceutical Technologies, Inc. has registered its facility with the FDA, (B) the Company and the Guarantors have listed their drug products with the FDA, (C) each drug product marketed by the Company or any Guarantor is the subject of an application approved by the FDA, (D) all drug products marketed by the Company or either Guarantor comply with any conditions of approval and the terms of the application submitted to the FDA, (E) all of the Company’s and the Guar...
Permits; Governmental and Other Approvals. The Company has such licenses, permits, consents, orders, approvals and other authorizations necessary for the conduct of its business as now being conducted and proposed to be conducted. No approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with any governmental authority, domestic or foreign, is required for the Company's performance of this Agreement or the other Transaction Documents or the consummation of the transactions contemplated hereby and thereby.
Permits; Governmental and Other Approvals. (a) The Borrower and each of the Guarantors possess all necessary consents, approvals, authorizations, orders, registrations, stamps, filings, qualifications, licenses, permits or other analogous acts by, of, from or with all public, regulatory or governmental agencies, bodies and authorities and all other third parties, to own, lease and operate its respective properties and to carry on its business as now conducted and proposed to be conducted except to the extent that the failure to obtain any such consents, approvals, authorizations, orders, registrations, stamps, filings, qualifications, licenses or permits would not have a Material Adverse Effect. No approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with, any governmental authority or any other Person is required in connection with the Borrower’s or either of the Guarantor’s valid execution, delivery and performance of this Agreement or the consummation of any other transaction contemplated on the part of the Borrower or either Guarantor hereby.
Permits; Governmental and Other Approvals. Borrower possesses such licenses and permits as are required for the conduct of its business. No approval, consent or authorization of any governmental authority which has not heretofore been obtained is necessary for the execution or delivery by Borrower of this Agreement or the other Loan Documents or for the performance by Borrower of any of the terms or conditions hereof or thereof.
Permits; Governmental and Other Approvals. Except as set forth on Schedule 3.10 hereto, the Company has such licenses, permits, consents, orders, approvals and other authorizations necessary for the conduct of its business as now being conducted and proposed to be conducted, except such licenses, permits, consents, orders, approvals, and other authorizations the absence of which has not and will not have a Material Adverse Effect. Except as set forth on Schedule 3.10 hereto, no approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with any governmental authority, domestic or foreign, is required for the Company's performance of this Agreement or the consummation of the transactions contemplated hereby.
Permits; Governmental and Other Approvals. Except as set forth in Schedule 3.9 hereto, the Company has such licenses, permits, consents, orders, approvals and other authorizations necessary for the conduct of its business as now being conducted, except where the absence of such authorizations would not have a Material Adverse Effect and except with respect to the Company's products in development for which marketing and other approval from the FDA and similar regulatory authorities have not been obtained. No approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with, any governmental authority, domestic or foreign, is required for the Company's performance of this Agreement or the consummation of the transactions contemplated hereby except for applicable filings with the Nasdaq Stock Market, the filing of Form D under the Securities Act, the filing of one or more Reports on Form 8-K under the Exchange Act, the filing of a Registration Statement on Form S-4 and a Registration Statement on Form 8-A in connection with the Merger, any filings required under the HSR Act and the filing of a Certificate of Merger and Certificate of Amendment to the Company's Certificate of Incorporation in connection with the Merger.
Permits; Governmental and Other Approvals. The Company has such licenses, permits, consents, orders, approvals and other authorizations necessary for the conduct of its business as now being conducted, except where the absence of such authorizations would not have a Material Adverse Effect and except with respect to the Company's products in development for which marketing and other approval from the applicable regulatory authorities have not been obtained. No approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with, any governmental authority, domestic or foreign, is required for the Company's performance of this Agreement or the consummation of the transactions contemplated hereby except for applicable filings with the SEC, including, but not limited to, the filing of Form D under the Securities Act and the filing of one or more Reports on Form 8-K and a Schedule 14A under the Exchange Act.
Permits; Governmental and Other Approvals. No approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with, any governmental authority, domestic or foreign, is required for the Company's performance of this Second Amendment or the consummation of the transactions contemplated hereby except for applicable filings with the Nasdaq Stock Market, the filing of a Form D under the Securities Act and the filing of a Form 8-K under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
Permits; Governmental and Other Approvals. The Company possesses such franchises, licenses, permits and other authority as are necessary for the conduct of its business as now being conducted and proposed to be conducted by the Company and the Company is not in default under any of such franchises, licenses, permits or other authority. No approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with, any governmental authority or any other person or entity is required in connection with the Company's valid execution, delivery and performance of this Agreement or the offer, issuance and sale of the Securities by the Company to Purchaser or the consummation of any other transaction contemplated on the part of the Company hereby.
Permits; Governmental and Other Approvals. The Company and each of its employees possesses such franchises, licenses, permits and other authority as are necessary for the conduct of the Company's business as now being conducted and as proposed to be conducted, and it is not in default under any such franchises, permits, licenses or other authority. No approval, consent, authorization or other order of, and no designation, filing, registration, qualification or recording with, any governmental authority is required in connection with the execution, delivery and performance of this Agreement or the offer, issue and sale of the Debenture to WEDGE.
