Regulatory Issues Clause Samples

Regulatory Issues. Purchaser will provide any information we request concerning the Tendered Crypto to (i) comply with the requirements of the Financial Crimes Enforcement Network within the U.S. Department of the Treasury (FinCEN) or other governmental agencies, or (ii) for other legitimate purposes.

Regulatory Issues. (a) Except as may be disclosed on Schedule 5.6(a) hereto, during the twelve-month period ending on the Effective Date, (i) with respect to the Products only, such Seller has not received: (A) any FDA Form 483s or warning letters directly relating to the Products or the facilities in which the Products are manufactured; or (B) any FDA Notices of Adverse Findings with respect to the Products; and (ii) there has not been a recall or market withdrawal of any Product by such Seller, whether voluntary or involuntary. (b) Schedule 5.6(b) hereto sets forth a true and complete list of all documents, each of which has been made available to Buyer, relating to any Product and that set forth information from the last two (2) years relating to (i) adverse drug experience information, (ii) material events and matters concerning or affecting safety and (iii) medical inquiries and complaints brought to the attention of such Seller.

Regulatory Issues. No stop order, trading halt, suspension of trading, cessation of quotation, or removal of the company of the Stock from any exchange has been requested by the Company or imposed by any governmental authority or regulatory body. There is no fact or circumstance that may cause the Company to request, or any governmental authority or regulatory body to impose any stop order, trading halt, suspension of trading, cessation of quotation or removal of the Company or the Stock from any exchange.

Regulatory Issues. Employer or one or more of its affiliated entities are or will be registered as an investment adviser with the Securities and Exchange Commission, as well as a public company registered with the Securities Exchange Act that files periodic reports pursuant to the Exchange Act. As an employee of Employer, Executive acknowledges that Executive will be subject to a the Company’s lawful rules, practices and policies applicable to the Company’s senior executive employees, including but not limited to Tiptree’s Code of Business Conduct and Ethics, Code of Ethical Conduct and Securities Trading Policy, copies of which have been provided to Executive. Executive must execute acknowledgement of and abide by Tiptree’s Code of Business Conduct and Ethics, Code of Ethical Conduct and Securities Trading Policy and the restrictions and other information contained therein. Executive acknowledges that Executive is also required to be familiar with, and abide by, specific policies and procedures set forth in the Company’s compliance manual(s). A copy of each such policy and procedure governing Executive’s employment responsibilities in these areas will be provided to Executive or made available for Executive’s review. The Company, in its sole discretion, may at any time modify or supplement its compliance policies and procedures.

Regulatory Issues. (a) With respect to each Product and GSK Product, since January 1, 2008, except as set forth in Schedule 5.8(a) or as otherwise provided to Buyer in the Product Approvals, (i) neither Seller nor any of Seller’s Affiliates has received or been subject to any written notice from any Governmental Entity of adverse findings relating to any (x) Product in the Territory or (y) GSK Product that would reasonably be expected to have a Material Adverse Effect; (ii) there has not been any occurrence of any product recall, Market Withdrawal or post-sale warning conducted by or on behalf of Seller or its Affiliates concerning any (x) Product in the Territory or (y) GSK Product that would reasonably be expected to have a Material Adverse Effect; and (iii) to Seller’s Knowledge, no condition exists that reasonably could be expected to cause the termination or suspension of any of the Regulatory Approvals. (b) The Product Approvals are in full force and effect. There is no action or proceeding by any Governmental Entity pending or, to the Knowledge of Seller, threatened, seeking the recall of either Product or GSK Product or the revocation or suspension of any of the Product Approvals either (x) outside the Territory that would reasonably be expected to have a Material Adverse Effect or (y) in the Territory. As of the Agreement Date, Seller has made available to Buyer complete and correct copies of the Product Approvals. The Product Approvals, as set forth on Schedule 5.8(b), are the only Regulatory Approvals required from the FDA to distribute and sell each Product in the Territory in the manner as currently conducted and as conducted during the twelve (12) months prior to the Agreement Date. (c) To Seller’s Knowledge, there are no ANDA’s pending or filed with the FDA for either of the Products in the Territory. (d) All Product Regulatory Materials disclosed to Buyer are true, correct and complete in all material respects. (e) Notwithstanding the foregoing clause (a) and the second sentence of clause (b) above, Seller makes no representation to Buyer with respect to (i) written notices, if any, received by Buyer from any Governmental Entity of adverse findings relating to any Product, (ii) occurrences, if any, of any product recall, Market Withdrawal or post-sale warning conducted by Buyer concerning any Product, (iii) conditions, if any, of which Buyer has Knowledge, that reasonably could be expected to cause the termination or suspension of any of the Regulatory Approv...

Regulatory Issues. NAP and Parent shall cooperate fully with respect to any filing, submission or communication with a Governmental Entity having jurisdiction over the Merger. Such cooperation shall include each of the parties hereto: (i) providing, in the case of oral communications with a Governmental Entity, advance notice of any such communication and, to the extent permitted by applicable Law, an opportunity for the other party to participate; (ii) providing, in the case of written communications, an opportunity for the other party to comment on any such communication and provide the other with a final copy of all such communications; and (iii) complying promptly with any request for information from a Governmental Entity (including an additional request for information and documentary material), unless directed not to do so by the other party hereto. All cooperation shall be conducted in such a manner so as to preserve all applicable privileges.

Regulatory Issues. Unless otherwise agreed to by MLP General Partner and Buyer General Partner, if as a condition to obtaining an agreement from any Governmental Entity not to seek an injunction preventing or delaying the consummation of the Merger and Sale Transactions, to satisfy any condition to a consent or approval of any Governmental Entity necessary for the consummation of the Merger and Sale Transactions, or to prevent the entry of any order preventing or delaying the Merger and Sale Transactions at the request of any Governmental Entity, such Governmental Entity shall require the divestiture (or the execution of a consent decree that contemplates such a divestiture) of any assets of the MLP Group Entities (a “Required Divestiture”), then Buyer General Partner shall agree to cause (or to agree in the consent decree to cause) such Required Divestitures to be made unless such Required Divestiture(s) would have a material adverse effect on the business being acquired by Buyer pursuant to this Agreement and the Purchase Agreement. Unless otherwise agreed by MLP and Buyer, all Required Divestitures shall be conditioned on the closing of the Merger. MLP and Buyer shall cooperate fully with respect to any filing, submission or communication with a Governmental Entity having jurisdiction over the Merger and Sale Transactions. Such cooperation shall include the parties’: (1) providing, in the case of oral communications with a Governmental Entity, advance notice of any such communication and an opportunity for the other party to participate; (2) providing, in the case of written communications, an opportunity for the other party to comment on any such communication and provide the other with a final copy of all such communications; and (3) complying promptly with any request for information from a Governmental Entity (including an additional request for information and documentary material, a “second request”), unless directed not to do so by the other party hereto. Notwithstanding the prior two sentences, the MLP Parties agree, and agree to cause each of the MLP Group Entities, not to participate in any communication with a Governmental Entity relating to a Required Divestiture, provided that MLP may review in advance and comment on any written submission to a Governmental Entity related to a Required Divestiture and observe any oral communications relating to any Required Divestiture. All cooperation shall be conducted in such a manner so as to preserve all applicable privi...

Regulatory Issues. 7.1. The parties will cooperate to ensure that all Secondary Use of spectrum comply with all applicable laws and all applicable FCC rules and regulations, as well as all leases or other agreements affecting the use of Customer’s spectrum. 7.2. The parties will cooperate and execute all documents necessary to ensure such compliance, including the preparation and filing of any required FCC applications to permit the Secondary Uses of spectrum described in this Agreement.

Regulatory Issues. 13.1. Until the Employee notifies the Company to the contrary in writing the Company shall be entitled to assume that the Employee will agree to opt out, to the extent that they may apply, of the Conduct of Employment Agencies and Employment Business Regulations 2003 in respect of all future assignments. You hereby confirm that you wish the Company to sign any opt out clauses on your behalf. If you do not wish to opt out please delete the appropriate statement at Clause 23. Without limitation to your right to withdraw your agreement to opt out of the Regulations, you agree that an opt-out notice may be given in accordance with Regulation 32 of the Regulations on each occasion that you or a client of the Company inform the Company of a new project.