Preferential Rights and Required Consents Sample Clauses
Preferential Rights and Required Consents. To Seller’s knowledge, other than as set forth on Schedule 4.6, there are no Preferential Rights and no consents to the assignment thereof that are required to be obtained in connection with the consummation of the Transaction (“Required Consents”). If there are Preferential Rights or Required Consents, the provisions of this Section shall apply. If either Party discovers Assets affected by Preferential Rights or Required Consents, Seller shall use its commercially reasonable efforts to give the notices required in connection with the Preferential Rights in sufficient time prior to Closing to permit the lapse of the period of time in which to exercise such Preferential Rights prior to Closing and shall use its commercially reasonable efforts to obtain such Required Consents prior to Closing; provided, however, that Seller shall not be obligated to pay any consideration to, or incur any cost or expense for the benefit of, the holder of any Preferential Right or Required Consent in order to obtain the waiver thereof or compliance therewith.
Preferential Rights and Required Consents. Schedule 5.1(n) contains a list of (i) all rights or agreements that may permit any person to purchase or acquire any of the Assets arising in connection with the transactions contemplated hereby (“Preferential Rights”), and (ii) all required consents, approvals or authorizations of, or notifications to, any person (excluding any of the foregoing consents, approvals or authorizations customarily obtained from governmental entities following Closing) arising in connection with the transactions contemplated hereby (the “Consents”).
Preferential Rights and Required Consents. To Seller’s knowledge, Exhibit D-1 contains (i) all rights or agreements that may permit any person or entity to purchase or acquire one or more of the Leases or other Assets, and (ii) all material required consents, approvals or authorizations of, or notifications to, any person or entity (excluding any of the foregoing customarily obtained following Closing), in each case, that are applicable to the transactions contemplated hereby.
Preferential Rights and Required Consents. Preferential Rights (contained in Operating Agreements):
Preferential Rights and Required Consents. To Seller's knowledge, other than Routine Consents and those shown on Exhibit M, there are no preferential rights to purchase the Assets ("Preferential Rights") and no consents to the assignment thereof that are required to be obtained in connection with the consummation of the Transaction ("Required Consents"). If there are Preferential Rights or Required Consents, the provisions of this Section shall apply. If either Party discovers Assets affected by Preferential Rights or Required Consents, Seller shall use its best efforts to give the notices required in connection with the Preferential Rights in sufficient time prior to Closing to permit the lapse of the period of time in which to exercise such Preferential Rights prior to Closing and shall use its best efforts to obtain such Consents prior to Closing.
Preferential Rights and Required Consents. To Xxxxxxx’x Knowledge, Schedule 3.1(n) lists (i) all rights or agreements that may permit any person to purchase or acquire any of the Company Assets arising in connection with the transactions contemplated hereby and (ii) all required consents, approvals, authorizations of, rights of first offer, rights of refusal, drag-along or tag-along rights or similar rights, or notifications to, any person (excluding governmental or tribal consents, approvals, and authorizations customarily obtained following Closing) arising in connection with the transactions contemplated hereby.
Preferential Rights and Required Consents. Exhibit 3.15 lists (a) all rights or agreements that may permit any person to purchase or acquire any of the Properties arising in connection with the transactions contemplated hereby (“Preferential Rights”), and (b) all required consents, approvals or authorizations of, or notifications to, any person (excluding any of the foregoing consents, approvals or authorizations of, or notifications to, any person customarily obtained following Closing) arising in connection with the transactions contemplated hereby (the “Consents”); provided that Buyer’s sole recourse due to a breach of this representation and warranty or any failure to secure a waiver of a Preferential Right or to secure a Consent shall be to assert such failure as a Title Defect in accordance with the terms and conditions of Annex I.
Preferential Rights and Required Consents. Schedule 6.20 sets forth a complete list of all Preferential Rights, Required Consents and, to Seller’s knowledge, other Consents applicable to the transactions contemplated by this Agreement, other than those Routine Consents of governmental agencies that are customarily obtained after Closing.
Preferential Rights and Required Consents. To Seller’s knowledge, there are no rights or agreements that may permit any person or entity to purchase or acquire one or more of the Leases or other Assets, and, other than the Tag Along Right, there are no material required consents, approvals or authorizations of, or notifications to, any person or entity (excluding any of the foregoing customarily obtained following Closing), in each case, that are applicable to the transactions contemplated hereby.
Preferential Rights and Required Consents. Except as set forth on Exhibit B attached hereto, there are no rights or agreements that may permit any person or entity to purchase or acquire the Membership Interests that are triggered by the transactions contemplated herein, and there are no material required consents, approvals or authorizations of, or notifications to, any person or entity (excluding any of the foregoing customarily obtained following Closing), in each case, that are applicable to the transactions contemplated hereby.