Preferential Purchase Rights; Required Consents Sample Clauses

Preferential Purchase Rights; Required Consents. Within ten (10) Business Days (two (2) Business Days in the case of SUSA) after the Execution Date, the Seller shall provide any required notifications of a preferential purchase right, right of first refusal or other agreement which gives a Third Party a right to purchase a Real Property Interest or Well (or any part thereof) (“PPR”), requesting waivers thereof, in connection with the transactions contemplated hereby and otherwise in material compliance with the contractual provisions applicable to such PPR. Within ten (10) Business Days (two (2) Business Days in the case of SUSA) after the Execution Date, the Seller will send letters seeking (a) the SUSA consents, agreements and waivers described in Sections 6.4 and 7.5 and (b) all applicable Required Consents, excluding Customary Post-Closing Consents. The Seller will thereafter use commercially reasonable efforts (at no cost to the Seller) to ensure PURCHASE AND SALE AGREEMENT 24 that all such waivers and consents are promptly granted, and after Closing, the Buyer will reasonably assist the Seller in obtaining any remaining waivers and consents.
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Preferential Purchase Rights; Required Consents. Within ten (10) Business Days after the Execution Date, CELLC shall use the Allocated Values to provide any required notifications of a preferential purchase right, right of first refusal or other agreement which gives a third party a right to purchase a Real Property Interest or Well (or any part thereof) (“PPR”), in compliance with the contractual provisions applicable to such PPR requesting waivers thereof, in connection with the transactions contemplated hereby. Within ten (10) Business Days after the Execution Date, CELLC shall send letters seeking all applicable Required Consents and other consents to assignment pertaining to the Properties and the transactions contemplated hereby, excluding any Customary Post-Closing Consents. Sellers shall thereafter use their commercially reasonable efforts (at no cost to the Sellers other than the preparation of relevant notices and waivers) to ensure that all Required Consents are promptly granted, and after Closing, Buyer may provide reasonable assistance to Sellers to ensure that remaining Required Consents are promptly granted.
Sample 1
Preferential Purchase Rights; Required Consents. Within ten (10) Business Days after the Execution Date, CELLC shall provide any required notifications under a preferential purchase right, right of first refusal or other agreement which gives a Third Party a right to purchase a Property (or any part thereof) (“PPR”), requesting waivers thereof, in connection with the transactions contemplated hereby. Within ten (10) Business Days after the Execution Date, CELLC shall send letters seeking all applicable Required Consents and all other Third Party consents that are required to be obtained prior to the assignment of a Real Property Interest or Well, but excluding Customary Post-Closing Consents. Sellers shall thereafter use their commercially reasonable efforts (at no cost to the Sellers) to ensure that all such consents are promptly granted, and after Closing, the Buyer shall provide any reasonable assistance requested by the Sellers to ensure that such remaining consents are promptly granted.
Sample 1
Preferential Purchase Rights; Required Consents. (a) With respect to each preferential purchase right, right of first refusal or similar right (each, a “Preferential Purchase Right”) that is set forth on Schedule 4.10 and each Required Consent that is set forth on Schedule 4.4, Seller shall (i) deliver all required notices to the holders of each such Preferential Purchase Right and/or Required Consent, as applicable, with respect thereto as soon as reasonably possible, but not later than three (3) Business Days after this Agreement is executed and delivered by the Parties, and all such notices shall be delivered in strict compliance with the applicable underlying agreements and (ii) provide Buyer with a true and correct copy of each such required notice promptly after Seller’s delivery thereof in accordance with this Section 11.5(a). Seller shall use commercially reasonable efforts to obtain such Required Consents (or waivers thereof) and waivers of such Preferential Purchase Rights. Seller covenants and agrees that it shall promptly provide written notice to Buyer upon becoming aware of any actual or threatened dispute or disagreement affecting or related to any Preferential Purchase Right or Required Consent.
Sample 1
Preferential Purchase Rights; Required Consents. Within ten (10) Business Days after the Execution Date, Seller shall provide any required notifications of a preferential purchase right, right of first refusal or other agreement which gives a Third Party a right to purchase a Property (or any part thereof) (“PPR”), requesting waivers thereof, in connection with the transactions contemplated hereby. Within ten (10) Business Days after the Execution Date, Seller will send letters seeking all applicable Required Consents. Seller will thereafter use commercially reasonable efforts (at no cost to Seller) to obtain all such waivers and consents, and after Closing Buyer will reasonably assist Seller in obtaining any remaining waivers and consents.
Sample 1
Preferential Purchase Rights; Required Consents. Except as listed on Exhibit 13i none of the Assets are subject to any unrecorded preferential purchase rights or required consents in favor of third parties that must be satisfied or waived in order to give effect to this Agreement and the accompanying Assignment.
Sample 1

Related to Preferential Purchase Rights; Required Consents

  • Required Consents No consent shall be required for any assignment except to the extent required by subsection (b)(i)(B) of this Section and, in addition:

  • No Conflicts; Required Consents Except for the Required ------------------------------- Consents, the execution and delivery by Buyer, the performance of Buyer under, and the consummation of the transactions contemplated by, this Agreement and the Transaction Documents to which Buyer is a party do not and will not (a) violate any provision of the charter or bylaws of Buyer, (b) violate any Legal Requirement, (c) require any consent, approval or authorization of, or filing of any certificate, notice, application, report or other document with any Governmental Authority or other Person or (d) (i) violate or result in a breach of or constitute a default under (without regard to requirements of notice, lapse of time or elections of any Person or any combination thereof), (ii) permit or result in the termination, suspension, modification of, (iii) result in the acceleration of (or give any Person the right to accelerate) the performance of Buyer under, or (iv) result in the creation or imposition of any Encumbrance under, any instrument or other agreement to which Buyer is a party or by which Buyer or any of its assets is bound or affected, except for purposes of this clause (d) such violations, conflicts, breaches, defaults, terminations, suspensions, modifications and accelerations as would not, individually or in the aggregate, have a material adverse effect on the validity, binding effect or enforceability of this Agreement or on the ability of Buyer to perform its obligations under this Agreement or the Transaction Documents to which it is a party.

  • Required Consent Without limiting the generality of Section 4.1(a), except as permitted by the terms of this Agreement, and except as provided in Section 4.1(b) of the Company Disclosure Letter, without the prior written consent of Parent, during the period from the date hereof and continuing until the earlier of the termination of this Agreement pursuant to its terms or the Effective Time, the Company shall not do any of the following, and shall not permit any of its Subsidiaries to do any of the following:

  • Third Party Consents No governmental authority or other third party consents (including but not limited to approvals, licenses, registrations or declarations) are required in connection with the execution, delivery or performance by the Assuming Institution of this Agreement, other than such consents as have been duly obtained and are in full force and effect.

  • Third Party Consents and Certificates All Parties agree to cooperate with each other in order to obtain any required third party consents to this Agreement and the transactions herein contemplated.

  • Subsequent Registration Rights Until the Initial Registration Statement required hereunder is declared effective by the Commission, the Company shall not enter into any agreement granting any registration rights with respect to any of its securities to any Person without the written consent of Holders representing no less than a majority of the then outstanding Registrable Securities; provided, that this Section 7(c) shall not prohibit the Company from fulfilling its obligations under any other registration rights agreements existing as of the date hereof.

  • Required Approvals and Consents (a) All action required by law and otherwise to be taken by the shareholders of the Company to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.

  • Required Consents and Approvals All required consents and approvals shall have been obtained and be in full force and effect with respect to the transactions contemplated hereby and from (a) all relevant Governmental Authorities; and (b) any other Person whose consent or approval the Administrative Agent deems necessary or appropriate to effect the transactions contemplated hereby.

  • Conflicts; Consents and Approvals Neither the execution and delivery of this Agreement by the Company nor the consummation of the transactions contemplated by this Agreement will:

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