Required and Other Consents. Schedule 3.05 (a) and Schedule 3.10 sets forth each agreement, contract or other instrument binding upon Seller or any Permit requiring a consent as a result of the execution, delivery and performance of this Agreement or the consummation of the transactions contemplated hereby, except such consents as would not, individually or in the aggregate, have a Material Adverse Effect if not received by the Closing Date (each such consent, a "Required Consent" and together the "Required Consents").
Required and Other Consents. (a) Schedule 3.05(a) sets forth each agreement, contract or other instrument binding upon Aradigm or any Permit (as defined below) (including any Environmental Permit) requiring a consent or other action by any Person as a result of the execution, delivery and performance by Aradigm of the Transaction Agreements, except such consents or actions as would not, individually or in the aggregate, have an Aradigm Material Adverse Effect if not received or taken by the Closing Date (the “Required Consents”).
Required and Other Consents. (a) Schedule 5.06(a) sets forth each agreement, contract or other instrument binding upon Seller, Insilco, Insilco Sub One, Insilco Sub Two or Insilco Sub Three or any permit (including, without limitation, any Environmental Permit) requiring a consent or other action by any Person as a result of the execution, delivery and performance of the Transaction Documents, except such consents or actions as would not, individually or in the aggregate, have a Material Adverse Effect if not received or taken by the Closing Date (the "REQUIRED CONSENTS").
Required and Other Consents. (a) There is no agreement, contract, Permit or other instrument binding upon AL1 which requires a consent as a result of the execution, delivery and performance of this Agreement, except such consents as would not, individually or in the aggregate, have a Material Adverse Effect if not received by the Closing Date (each such consent, a "REQUIRED 66 CONSENT" and together the "REQUIRED CONSENTS").
Required and Other Consents. 8 3.06. Financial Statements............................................. 8 3.07. Absence of Certain Changes....................................... 8 3.08. Properties....................................................... 9 3.09. Sufficiency of Purchased Assets.................................. 11 3.10. Title to Purchased Assets........................................ 11 3.11. No Undisclosed Material Liabilities.............................. 11 3.12. Limitation....................................................... 11 3.13.
Required and Other Consents. (a) Seller Disclosure Schedule 3.05(a) sets forth each agreement, contract or other instrument binding upon Seller or any Permit (including, without limitation, any Environmental Permit) requiring a consent or other action by any Person as a result of the execution, delivery and performance of this Agreement and the Ancillary Agreements by Seller, except such consents or actions as would not, individually or in the aggregate, if not received or taken by the Closing Date have a material adverse effect on or impairment of (x) the ability of Seller to manufacture, sell or support the Products, or (y) Seller's ability to perform its obligations under this Agreement and the Ancillary Agreements except, in each case, any such effect resulting from or arising in connection with (i) this Agreement, the Ancillary Agreements, or the transactions contemplated hereby and thereby or the announcement thereof, (ii) changes or conditions affecting Seller's industry generally or (iii) changes in economic, regulatory or political conditions generally (the "Required Consents").
Required and Other Consents. (a) Schedule 3.05 sets forth each --------------------------- ------------- agreement, contract or other instrument binding upon Seller or any Member or any Permit requiring a consent as a result of the execution, delivery and performance of this Agreement and the Ancillary Agreements or the consummation of the transactions contemplated hereby and thereby, except such consents as would not, individually or in the aggregate, have a Material Adverse Effect if not received by the Closing Date (each such consent, a "Required Consent"). ----------------
Required and Other Consents. 12 SECTION 3.06.
Required and Other Consents. (a) Section 4.6(a) of the Company Disclosure Schedule sets forth each agreement, contract or other instrument binding upon the Company or any Permit (as defined in Section 4.14 below) requiring a consent as a result of the execution, delivery and performance of this Agreement and the Escrow Agreement and the consummation of the transactions contemplated hereby and thereby (each such consent, a "REQUIRED CONSENT"), except such consents as would not, individually or in the aggregate, result in a material adverse change in the business, assets, condition (financial or otherwise) or result of operations of the Company, if not received by the Closing Date.
(b) Section 4.6(b) of the Company Disclosure Schedule sets forth every other consent (each such consent, an "OTHER CONSENT") under such agreements, contracts or other instruments or such Permits that are required with respect to the execution, delivery and performance of this Agreement and the Escrow Agreement and the consummation of the transactions contemplated hereby and thereby.
Required and Other Consents. 12 Section 3.06. Financial Statements...........................................12 Section 3.07. Absence of Certain Changes.....................................12 Section 3.08. No Undisclosed Material Liabilities............................14 Section 3.09.
