Receipt of Licenses, Permits and Consents. Other than the filing of the Certificate of Merger with the Delaware Secretary of State and filings due after the Effective Time, all Local Approvals and all other Government Consents as are required in connection with the consummation of the transactions contemplated hereby will have been obtained and will be in full force and effect and all Governmental Filings as are required in connection with the consummation of such transactions will have been made, and all waiting periods, if any, applicable to the consummation of such transactions imposed by any Governmental Entity will have expired, other than those which, if not obtained, in force or effect, made or expired (as the case may be) would not, either individually or in the aggregate, (i) have a material adverse effect on the transactions contemplated hereby or (ii) assuming consummation of the Merger, have a Company Material Adverse Effect or a Parent Material Adverse Effect, as of or after the Effective Time.
Receipt of Licenses, Permits and Consents. The Parties shall have obtained from each Governmental Entity all approvals, waivers and consents set forth on the Seller Disclosure Schedule or otherwise legally required in connection with the consummation of the transactions contemplated by this Agreement, and such approvals, waivers and consents, as applicable, shall be in full force and effect, and all filings with or notices to Governmental Entities, if any, that are required in connection with the consummation of such transactions shall have been made, other 55 than those that, if not obtained, in force or effect or made (as the case may be), would not, either individually or in the aggregate, have a Material Adverse Effect on MIHL and its Subsidiaries (other than OpenTV and its Subsidiaries) taken as a whole.
Receipt of Licenses, Permits and Consents. Purchaser shall have obtained and maintained such licenses, permits, consents, approvals, authorizations, qualifications and orders of Governmental Authorities parties as are necessary for consummation of the transactions contemplated by this Agreement. Consents of all Investors, to the assumption of agreements by Purchaser and consents of all landlords, computer hardware and software vendors and others required under the Commitments, shall have been obtained.
Receipt of Licenses, Permits and Consents. Other than the filing of the Certificate of Merger with the Delaware Secretary of State and filings due after the Effective Time, all Local Approvals and all other Government Consents as are required in connection with the consummation of the transactions contemplated hereby shall have been obtained and shall be in full force and effect, all Governmental Filings as are required in connection with the consummation of such transactions shall have been made, and all waiting periods, if any, applicable to the consummation of such transactions imposed by any Governmental Entity shall have expired, other than those which, if not obtained, in force or effect, made or expired (as the case may be), would not, either individually or in the aggregate, assuming consummation of the Merger, have a Material Adverse Effect, as of or after the Effective Time, on TCI.
Receipt of Licenses, Permits and Consents. Other than the filing of the Certificate of Merger with the Secretary of State of the State of Delaware and filings due after the Effective Time, all Local Approvals, and all other Government Consents as are required in connection with the consummation of the transactions contemplated hereby shall have been obtained and shall be in full force and effect, all Governmental Filings as are required in connection with the consummation of such transactions shall have been made, and all waiting periods, if any, applicable to the consummation of such transactions imposed by any Governmental Entity shall have expired, other than those which, if not obtained, in force or effect, made or expired (as the case may be) would not, either individually or in the aggregate, have a material adverse effect on the transactions contemplated hereby or a Material Adverse Effect on the Company, Parent and its Subsidiaries taken as a whole, any Controlling Party of Parent and its Subsidiaries taken as a whole or the Surviving Entity and its Subsidiaries taken as a whole.
Receipt of Licenses, Permits and Consents. The Buyer shall have obtained, and maintained in full force and effect, such licenses, permits, consents, approvals, authorizations, qualifications and orders of Governmental Authorities as are necessary for consummation of the transactions contemplated by this Agreement, including, but not limited to the written consent of the California Insurance Commissioner for the sale and transfer of the Company Stock.
Receipt of Licenses, Permits and Consents. The Shareholders shall have received evidence in form and substance reasonably satisfactory to its counsel that the required licenses, permits, consents, approvals, authorizations, qualifications and orders of governmental authorities and all consents of third parties as are necessary for consummation of the transactions contemplated by this Agreement have been obtained and are in full force and effect on the Closing Date. The Shareholders shall have received a good standing certificate for OPS from the State Corporation Commission of the Commonwealth of Virginia.
Receipt of Licenses, Permits and Consents. Other than the filing of the Certificate of Merger with the Delaware Secretary of State and filings due after the Effective Time, all Local Approvals and all other Government Consents as are required in connection with the consummation of the transactions contemplated hereby will have been obtained and will be in full force and effect, all Governmental Filings as are required in connection with the consummation of such transactions will have been made, and all waiting periods, if any, applicable to the consummation of such transactions imposed by any Governmental Entity will have expired, other than those which, if not obtained, in force or effect, made or expired (as the case may be), could not, in the aggregate, assuming consummation of the Merger, have a Material Adverse Effect, as of or after the Effective Time, on Parent.
Receipt of Licenses, Permits and Consents. Other than the filing of the Certificate of Merger with the Secretary of State of the State of Delaware and filings due after the Effective Time, all Local Approvals, and all other Government Consents as are required in connection with the consummation of the transactions contemplated hereby shall have been obtained and shall be in full force and effect, other than those which, if not obtained or in force or effect, would not, either individually or in the aggregate, have a material adverse effect on the transactions contemplated hereby, a Parent Material Adverse Effect or a Material Adverse Effect on the Surviving Entity.
Receipt of Licenses, Permits and Consents. All Government Consents and Contract Consents in respect of the Company as are required in connection with the consummation of the transactions contemplated hereby shall have been obtained and shall be in full force and effect (including, without limitation, all consents required under the Loan Agreements), all Governmental Filings and Contract Notices in respect of the Company or its business as are required in connection with the consummation of such transactions shall have been made, and all Licenses of the Company that are required to be transferred in connection with the consummation of such transactions shall have been transferred. Each Contract Consent received from a lessor under the terms of any Lease shall include estoppel language acceptable to Family Golf.
