Requested Consents Sample Clauses

Requested Consents. Borrower has notified Agent and the Lenders that: (i) Borrower may need to file, as late as August 15, 2008, its 10-Q quarterly reports with the SEC for the fiscal quarters ended September 30, 2007 and March 31, 2008 (the “Delayed 10-Q Filings”); (ii) Borrower may need to file its 10-K annual report with the SEC for the fiscal year ended December 31, 2007 as late as August 15, 2008 (the “Delayed 10-K Filing”); (iii) Borrower may need to restate its financial statements filed with the SEC for any fiscal period ending after December 31, 1996 and prior to September 30, 2007 (the “Restatement of Financial Statements”); and (iv) on May 15, 2008, Borrower received an Additional Nasdaq Staff Determination letter in connection with Borrower’s failure to file its Quarterly Report on Form 10-Q for the first quarter ended March 31, 2008, in addition to Staff Determination letters in connection with the delayed filing of the 2007 Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the third quarter of 2007. While this matter serves as an additional basis for delisting Borrower’s securities, the Nasdaq Listing Qualifications Hearings Panel (the “Panel”) granted Borrower’s request for continued listing on the Nasdaq, subject to, among other things, Borrower becoming current in its filings of its periodic reports by May 12, 2008. The letter notes that if Borrower is not able to meet the exception deadline, the Panel will issue a final determination to delist Borrower’s shares and Borrower would have to apply to Nasdaq for an extension of the listing exception. The Nasdaq Listing and Hearing Review Council, in a letter dated March 18, 2008 (A) stayed an earlier decision of the Panel requiring the filing of all required reports by May 12, 2008, and (B) requested that Borrower provide an update on its efforts to file the delayed periodic reports by May 30, 2008. Borrower provided the requested update on May 30, 2008. Borrower is working diligently with its current and former independent auditors to become current with its periodic filings with the SEC (the “Nasdaq Proceeding” and, together with the Delayed 10-Q Filings, the Delayed 10-K Filing and the Restatement of Financial Statements, collectively, the “Requested Consents”).
Sample 1
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Requested Consents. Pursuant to Clause 46.2 (All Lender matters) of the Facilities Agreement, the Company hereby requests the consent of all Lenders that, notwithstanding Clause 8.4 (Application of mandatory prepayments and cancellations) of the Facilities Agreement, all of the proceeds received or receivable by any member of the Group pursuant to the CCC Disposal shall instead be applied in accordance with the CCC Disposal Proceeds Application Priority set forth above (the “Consent Matter”).
Sample 1
Requested Consents. Borrower has notified Agent and the Lenders that: (i) Borrower may need to file its 10-Q quarterly report with the SEC for the fiscal quarter ended September 30, 2007 as late as March 31, 2008 (the “Delayed 10-Q Filing”); (ii) Borrower may need to restate its financial statements filed with the SEC for any fiscal period ending after December 31, 1998 and prior to September 30, 2007 (the “Restatement of Financial Statements”); and (iii) on November 14, 2007, Borrower received a Nasdaq Staff Determination letter from The Nasdaq Stock Market (“Nasdaq”) indicating that Borrower’s securities are subject to delisting from the Nasdaq Global Market because Borrower has not yet filed its 10-Q quarterly report for the fiscal quarter ended September 30, 2007 (the “Nasdaq Proceeding” and, together with the Delayed 10-Q Filing and the Restatement of Financial Statements, collectively, the “Requested Consents”).
Sample 1

Related to Requested 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: (A) the consent of the Borrower (such consent not to be unreasonably withheld or delayed) shall be required unless (x) an Event of Default has occurred and is continuing at the time of such assignment, or (y) such assignment is to a Lender, an Affiliate of a Lender or an Approved Fund; provided that the Borrower shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Administrative Agent within ten Business Days after having received notice thereof; (B) the consent of the Administrative Agent (such consent not to be unreasonably withheld or delayed) shall be required for assignments if such assignment is to a Person that is not a Lender with a Commitment, an Affiliate of such Lender or an Approved Fund; and (C) the consent of each LC Issuing Bank and Swingline Lender shall be required for any assignment.

  • 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.

  • Regulatory Consents and Approvals All consents, approvals and actions of, filings with and notices to any Governmental or Regulatory Authority necessary to permit Purchaser and Seller to perform their obligations under this Agreement and the Operative Agreements and to consummate the transactions contemplated hereby and thereby (a) shall have been duly obtained, made or given, (b) shall be in form and substance reasonably satisfactory to Purchaser, (c) shall not be subject to the satisfaction of any condition that has not been satisfied or waived and (d) shall be in full force and effect, and all terminations or expirations of waiting periods imposed by any Governmental or Regulatory Authority necessary for the consummation of the transactions contemplated by this Agreement and the Operative Agreements shall have occurred.

  • Governmental Authorizations and Consents Each Credit Party shall have obtained all Governmental Authorizations and all consents of other Persons, in each case that are necessary or advisable in connection with the transactions contemplated by the Credit Documents and each of the foregoing shall be in full force and effect and in form and substance reasonably satisfactory to Administrative Agent. All applicable waiting periods shall have expired without any action being taken or threatened by any competent authority which would restrain, prevent or otherwise impose adverse conditions on the transactions contemplated by the Credit Documents or the financing thereof and no action, request for stay, petition for review or rehearing, reconsideration, or appeal with respect to any of the foregoing shall be pending, and the time for any applicable agency to take action to set aside its consent on its own motion shall have expired.

  • Governmental Authorization; Third Party Consents No approval, consent, compliance, exemption or authorization of any governmental authority or agency, or of any other person or entity, is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Warrant Holder of this Warrant Agreement or the transactions contemplated hereby.

  • Governmental Filings and Consents All material governmental filings, consents, orders and approvals legally required to be filed or made by the Company for the consummation of the transactions contemplated hereby shall have been made or obtained and shall be in full force and effect.

  • Required Approvals and Consents (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent 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. (b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company will have received copies thereof.

  • Governmental Consents and Approvals The execution, delivery and performance by each of the Purchasers of this Agreement and the purchase of the Notes do not and will not require any consent, approval, authorization or other order of, action by, filing with, or notification to, any Governmental Authority.

  • Consents and Approval Except where expressly provided as being in the sole discretion of a Party, where agreement, approval, acceptance, consent, confirmation, notice or similar action by either Party is required under this Agreement, such action shall not be unreasonably delayed or withheld. An approval or consent given by a Party under this Agreement shall not relieve the other Party from responsibility for complying with the requirements of this Agreement, nor shall it be construed as a waiver of any rights under this Agreement, except as and to the extent otherwise expressly provided in such approval or consent.

  • Authorizations and Consents No authorization, consent, approval, exemption, franchise, permit or license of, or filing with, any governmental or public authority or any third party is required to authorize, or is otherwise required in connection with the valid execution and delivery by the Borrower of this Agreement, the Notes, and the Security Instruments, or any other instrument contemplated hereby, the repayment by the Borrower of advances against the Notes and interest and fees provided in the Notes and this Agreement, or the performance by the Borrower of its obligations under any of the foregoing.

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