Regulatory Concerns Sample Clauses

Regulatory Concerns. Notwithstanding any other provision to the contrary contained in this Agreement, the ability of the Administrative Agent to (i) transfer record ownership of the Pledged Stock into the name of the Administrative Agent or its nominee pursuant to Section 7 hereof, (ii) vote and give consents, ratifications and waivers with respect to the Pledged Stock pursuant to Section 7 hereof and (iii) sell the Pledged Stock pursuant to Section 8 or 9 hereof is subject to the Administrative Agent or its nominee (a) obtaining, to the extent necessary under applicable laws and regulations, the prior approval of the FCC, any PUC or any other Governmental Authority having jurisdiction with respect to any Issuer and its Subsidiaries and (b) making any additional filings, reports or notifications required with respect to the exercise by the Administrative Agent of the powers specified in clauses (i), (ii) and (iii) of this section.
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Regulatory Concerns. (a) Purchaser acknowledges and understands that notwithstanding anything to the contrary contained herein if the Commission at any time determines that Purchaser is unsuitable to hold Shares or other securities of Seller, then until such Shares or other securities are owned by persons other than Purchaser, (i) Seller shall not be required or permitted to pay any dividend or interest with regard to such Shares or other securities, (ii) the holder of such Shares or other securities shall not be entitled to vote on any matter as a holder of such Shares or other securities, and such Shares or other securities shall not for any purposes be included in the Shares or other securities of the Company entitled to vote, and (iii) Seller shall not pay any remuneration in any form to the holder of such Shares or other securities. (b) The parties acknowledge that Purchaser and its affiliates will be seeking appropriate Licensing Approval from the Nevada Gaining Authorities, and that no assurance can be given that such Licensing Approval will be issued or when such Licensing Approval may be issued. The Purchaser agrees to file for such Licensing Approval as soon as practicable and to pursue their issuance with reasonable diligence. If Purchaser or its affiliates are (i) found unsuitable, (ii) denied such Licensing Approval or (iii) do not obtain 29 such Licensing Approval on or before the third anniversary of the Closing Date, then, subject to the requirements of the Nevada Gaming Authorities, Seller, upon Purchaser's request, shall on such third anniversary or such earlier time that there is a finding of unsuitability or a denial of such Licensing Approval (i) pay off the indebtedness owing to Purchaser under the Note and/or (ii) redeem the Shares previously purchased by Purchaser from Seller at a price equal to the consideration paid for such Shares by Purchaser. The principal balance of the Note, together with interest owing thereon through the date of the event triggering the payment, shall be paid off within six (6) months following the date of the event triggering payment or such shorter period as may be required by the Nevada Gaming Authorities. The purchase price for the redemption of Shares pursuant to this Section 16(b) shall be paid without interest and shall be paid in twenty-four (24) equal, consecutive monthly installments or such shorter period as may be required by the Nevada Gaming Authorities. The installments shall commence on the first day of the cale...
Regulatory Concerns. In the event that a Participant, assignee, or Person holding a sub-participation (a “Holder”) is determined to be a Disqualified Holder, the Seller shall have the right to repurchase such Holder’s interests in a Loan by payment to such Holder of the outstanding principal balance of such interests, together with accrued but unpaid interest thereon, held by such Holder. IN WITNESS OF THE ABOVE AGREEMENTS, the Parties have caused this document to be executed by their respective representatives as of the date specified in the first sentence above. GREAT LAKES GAMING OF MICHIGAN, LLC Per: Name: Title: Per: Name: Title: Lakes Entertainment, Inc. (“LACO”), a Minnesota corporation, hereby represents and warrants that, as of the Closing Date no Event of Default by the Seller and, to LACO’s knowledge, by the Obligor has occurred or is continuing with respect to the Development Agreement and the Management Agreement. Capitalized terms that are not otherwise defined in this certification shall have the meanings given in the Master Participation Agreement dated March 2, 2007, between you and Great Lakes Gaming of Michigan, LLC. Per: Name: Title: Pokagon Gaming Authority hereby consents to the Master Participation Agreements to which this consent is attached (the “Participation Agreements”) and the transactions contemplated thereby, and hereby acknowledges and confirms that (i) each of the Loans has been fully funded, and the Seller has no obligation to make any further advances or extend any other financial accommodations under the Loans and Notes, (ii) interest has accrued on the Loan evidenced by the Third Amended and Restated Transition Loan Note from and after July 8, 2001, and (iii) this consent is given pursuant to the written approval of the Pokagon Gaming Authority, the entity designated pursuant to resolution and ordinance of the “Pokagon Council” (as defined in the Development Agreement and the Management Agreement), as evidenced by the Assignment and Assumption Agreement and the Pokagon Gaming Authority Ordinance duly enacted by the Pokagon Council (as contemplated by the Development Agreement and the Management Agreement); and otherwise complies with the requirements of Section 15.18 of the Development Agreement and Section 14.1 of the Management Agreement. This Consent shall not give rise to liability by the Pokagon Gaming Authority or the Pokagon Band of Potawatomi Indians to any Participant except as expressly authorized by the Participation Agreements i...
Regulatory Concerns. 89bio may terminate the Agreement immediately upon written notice to Provider pursuant to Section 11.2(g), Section 11.2(h) or if Provider is subject to any Regulatory Authority warning letter or sanction related to the Facility.
Regulatory Concerns. Cypress further represents that there have been no comments, either oral or in writing, raised by the Securities and Exchange Commission or any state securities regulatory agency that have not been responded to and resolved to the satisfaction of such regulator as of the date hereof.
Regulatory Concerns. Buyer's business, and the electrical and natural gas industries generally, is subject to regulation at both the federal and state levels. As a result of deregulation, Buyer has fewer federal and state laws and regulations to comply with than has traditionally been the case. However, Buyer continuously reviews its procedures and policies for compliance with laws and regulations applicable to its operations and believes that it is in substantial compliance with all such material laws and regulations. Furthermore, while the costs of compliance with such laws and regulations have not been material to Buyer, there can be no assurance that such costs will not become more significant to Buyer in the future. In addition, the failure to comply with any of the laws or regulations imposed upon Buyer could result in fines or the suspension or revocation of its license to sell electricity or natural gas, which could have a material adverse impact upon Buyer.

Related to Regulatory Concerns

  • Regulatory Cooperation In connection with any foreclosure, collection, sale or other enforcement of Liens granted to the Administrative Agent in the Collateral Documents, Parent will, and will cause its Restricted Subsidiaries to, reasonably cooperate in good faith with the Administrative Agent or its designee in obtaining all regulatory licenses, consents and other governmental approvals necessary or (in the reasonable opinion of the Administrative Agent or its designee) reasonably advisable to conduct all aviation operations with respect to the Collateral and will, at the reasonable request of the Administrative Agent and in good faith, continue to operate and manage the Collateral and maintain all applicable regulatory licenses with respect to the Collateral until such time as the Administrative Agent or its designee obtain such licenses, consents and approvals, and at such time Parent will, and will cause its Restricted Subsidiaries to, cooperate in good faith with the transition of the aviation operations with respect to the Collateral to any new aviation operator (including, without limitation, the Administrative Agent or its designee).

  • Regulatory Filing In the event that this Interconnection Service Agreement contains any terms that deviate materially from the form included in Attachment O of the Tariff, Transmission Provider shall file the Interconnection Service Agreement on behalf of itself and the Interconnected Transmission Owner with FERC as a service schedule under the Tariff within thirty days after execution. Interconnection Customer may request that any information so provided be subject to the confidentiality provisions of Section 17 of this Appendix 2. An Interconnection Customer shall have the right, with respect to any Interconnection Service Agreement tendered to it, to request (a) dispute resolution under Section 12 of the Tariff or, if concerning the Regional Transmission Expansion Plan, consistent with Schedule 5 of the Operating Agreement, or (b) that Transmission Provider file the agreement unexecuted with the Commission. With the filing of any unexecuted Interconnection Service Agreement, Transmission Provider may, in its discretion, propose to FERC a resolution of any or all of the issues in dispute between or among the Interconnection Parties.

  • Regulatory Issues 3.3.1 The Licensee shall be solely responsible for determining which jurisdictions they choose to market to and receive xxxxxx from. 3.3.2 The Licensee shall be responsible for determining the legality of accepting xxxxxx in whichever jurisdictions they choose to market to and receive xxxxxx from. 3.3.3 The Licensee shall indemnify UNITED for any reasonable legal costs, and fines that arise as a result of the Licensee choosing to accept xxxxxx from any jurisdiction that determines or has determined that Internet wagering is illegal.

  • Regulatory Reporting Ultimus agrees to provide reports to the federal and applicable state authorities, including the SEC, and to the Funds’ Auditors. Applicable state authorities are those governmental agencies located in states in which the Fund is registered to sell shares.

  • Regulatory Applications (a) Western and PNB and their respective Subsidiaries shall cooperate and use their respective reasonable best efforts to prepare all documentation, to effect all filings and to obtain all permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary to consummate the transactions contemplated by this Agreement. Western and PNB shall use their reasonable best efforts to make all required bank regulatory filings, including the appropriate filing with the Regulatory Authorities. Each of Western and PNB shall have the right to review in advance, and to the extent practicable each will consult with the other, in each case subject to applicable laws relating to the exchange of information, with respect to all material written information submitted to any third party or any Governmental Authority in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. Each party hereto agrees that it will consult with the other party hereto with respect to the obtaining of all material permits, consents, approvals and authorizations of all third parties and Governmental Authorities necessary or advisable to consummate the transactions contemplated by this Agreement and each party will keep the other party appraised of the status of material matters relating to completion of the transactions contemplated hereby. (b) Each party agrees, upon request, to furnish the other party with all information concerning itself, its Subsidiaries, directors, officers and shareholders and such other matters as may be reasonably necessary or advisable in connection with any filing, notice or application made by or on behalf of such other party or any of its Subsidiaries to any third party or Governmental Authority.

  • Regulatory Consents The waiting period applicable to the consummation of the Merger under the HSR Act shall have expired or been earlier terminated.

  • Regulatory Examinations The Sub-Advisor will cooperate promptly and fully with the Advisor and/or the Trust in responding to any regulatory or compliance examinations or inspections (including information requests) relating to the Trust, the Fund or the Advisor brought by any governmental or regulatory authorities having appropriate jurisdiction (including, but not limited to, the SEC).

  • Regulatory Authorities Except as described in the Registration Statement, the General Disclosure Package or the Prospectus, each of the Company and its subsidiaries: (a) is and at all times has been in material compliance with all statutes, rules or regulations applicable to the ownership, testing, development, manufacture, packaging, processing, use, distribution, marketing, labeling, promotion, sale, offer for sale, storage, import, export or disposal of any product manufactured or distributed by the Company (“Applicable Laws”); (b) has not received any FDA Form 483, notice of adverse finding, warning letter, untitled letter or other correspondence or notice from the FDA or any other federal, state or foreign governmental authority having authority over the Company (“Governmental Authority”) alleging or asserting material noncompliance with any Applicable Laws or any licenses, certificates, approvals, clearances, authorizations, permits and supplements or amendments thereto required by any such Applicable Laws (“Authorizations”); (c) possesses all Authorizations and such Authorizations are valid and in full force and effect and are not in material violation of any term of any such Authorizations; (d) has not received notice of any claim, action, suit, proceeding, hearing, enforcement, investigation, arbitration or other action from any Governmental Authority or third party alleging that any product, operation or activity is in violation of any Applicable Laws or Authorizations and have no knowledge that any such Governmental Authority or third party is considering any such claim, litigation, arbitration, action, suit, investigation or proceeding; (e) has not received notice that any Governmental Authority has taken, is taking or intends to take action to limit, suspend, modify or revoke any Authorizations and has no knowledge that any such Governmental Authority is considering such action; and (f) has filed, obtained, maintained or submitted all material reports, documents, forms, notices, applications, records, claims, submissions and supplements or amendments as required by any Applicable Laws or Authorizations and that all such reports, documents, forms, notices, applications, records, claims, submissions and supplements or amendments were materially complete and correct on the date filed (or were corrected or supplemented by a subsequent submission). The studies, tests and preclinical and clinical trials material to the Company and its subsidiaries taken as a whole, and conducted by or on behalf of the Company and each of its subsidiaries, were and, if still pending, are being conducted in all material respects in accordance with experimental protocols, procedures and controls pursuant to accepted professional scientific standards and all Applicable Laws and Authorizations, including, without limitation, the Federal Food, Drug and Cosmetic Act and implementing regulations at 21 C.F.R. Parts 50, 54, 56, 58 and 312; the descriptions of the results of such studies, tests and trials contained in the Registration Statement, the General Disclosure Package or the Prospectus are accurate and complete in all material respects and fairly present the data derived from such studies, tests and trials; except to the extent disclosed in the Registration Statement, the General Disclosure Package or the Prospectus, the Company is not aware of any studies, tests or trials the results of which the Company believes reasonably call into question the study, test, or trial results described or referred to in the Registration Statement, the General Disclosure Package or the Prospectus when viewed in the context in which such results are described and the clinical state of development; and neither the Company nor any of its subsidiaries has received any notices or correspondence from any Governmental Authority requiring the termination, suspension or material modification of any studies, tests or preclinical or clinical trials conducted by or on behalf of the Company or any of its subsidiaries that are material to the Company and its subsidiaries taken as a whole.

  • Regulatory Changes If any legislative, regulatory, judicial or other legal action (other than an Amendment to the Act, which is provided for in Section 29.3) materially affects the ability of a Party to perform any material obligation under this Agreement, a Party may, on thirty (30) days written notice to the other Party (delivered not later than thirty (30) days following the date on which such action has become legally binding), require that the affected provision(s) be renegotiated, and the Parties shall renegotiate in good faith such mutually acceptable new provision(s) as may be required; provided that such affected provisions shall not affect the validity of the remainder of this Agreement.

  • Regulatory Authority If any regulatory authority having jurisdiction (or any successor boards or agencies), a court of competent jurisdiction or other Governmental Authority with the appropriate jurisdiction (collectively, the ''Regulatory Body'') issues a rule, regulation, law or order that has the effect of cancelling, changing or superseding any term or provision of this Agreement (the ''Regulatory Requirement''), then this Agreement will be deemed modified to the extent necessary to comply with the Regulatory Requirement. Notwithstanding the foregoing, if a Regulatory Body materially modifies the terms and conditions of this Agreement and such modification(s) materially affect the benefits flowing to one or both of the Parties, as determined by either of the Parties within twenty (20) business days of the receipt of the Agreement as materially modified, the Parties agree to attempt in good faith to negotiate an amendment or amendments to this Agreement or take other appropriate action(s) so as to put each Party in effectively the same position in which the Parties would have been had such modification not been made. In the event that, within sixty (60) days or some other time period mutually agreed upon by the Parties after such modification has been made, the Parties are unable to reach agreement as to what, if any, amendments are necessary and fail to take other appropriate action to put each Party in effectively the same position in which the Parties would have been had such modification not been made, then either Party shall have the right to unilaterally terminate this Agreement forthwith.

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