Required Contractual Consents Sample Clauses

Required Contractual Consents. The Company shall have received any consents required pursuant to the terms of the Senior Loan Agreement or any other material Contractual Obligation in connection with the execution and delivery by the Company of this Agreement and the other Transaction Documents and the consummation of the transactions to be performed by the Company contemplated by the Transaction Documents.
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Required Contractual Consents. There shall have been obtained by Sellers, in form and substance reasonably acceptable to Purchaser, the consents or approvals required in connection with the transactions contemplated hereby under any material contract listed on Schedule 7.2(D) to which Sellers (or any of them) are a party or that otherwise relate to the Included Assets.
Required Contractual Consents. All material consents, waivers or approvals (other than Governmental Approvals) shall have been obtained and in effect without the imposition of any conditions that are or would become applicable to the Seller (or any Affiliate or Associate of the Seller) after the Closing that would be materially burdensome on the Seller (or any Affiliate or Associate of the Seller).
Required Contractual Consents. Other than those Contracts specifically contemplated in the Transitional Services Agreement, the Vendor shall have given or obtained those notices, consents and approvals described in Schedule 4.6(b) as the Purchaser reasonably considers to be material to the Business;
Required Contractual Consents. The Company shall have received any consents required pursuant to the terms of any material Contractual Obligation in connection with the delivery of the Preferred Stock at the Closing.
Required Contractual Consents. The Vendor shall have obtained the consents and approvals necessary to assign to the Purchaser all of the Contracts identified in Schedule 4.11; provided that (i) a failure by the Vendor to obtain as at the Time of Closing the requisite consents of the landlords for assignment of the Leased Premises to the Purchaser will not constitute noncompliance with this condition, but (ii) in such event, if the requisite consent of either of the landlords is not obtained within 45 days following the Time of Closing (not as a result of the Purchaser’s failure to comply with any requirement of the landlord or the landlord’s dissatisfaction with the financial status or condition of the Purchaser), then immediately thereafter the Vendor shall pay to the Purchaser $30,000 as liquidated damages for the damages caused to the Purchaser as a result thereof, the parties hereby agreeing that the amount of such damages would be difficult to determine and the liquidated damages amount of $30,000 is expressly agreed to be the parties’ reasonable estimate of such damages and to be final and binding upon both parties without regard to the actual damages caused thereby.
Required Contractual Consents. All Required Contractual ----------------------------- Consents and Purchaser Approvals that are not Governmental Approvals set forth on Schedule 8.01(c) shall have been obtained without the imposition ---------------- of any conditions that are or would become applicable to any of the Purchased Assets, the Business or Purchaser (or any Affiliate or Associate of Purchaser) after the Closing that would be materially burdensome on any such Purchased Assets, the Business or Purchaser (or any Affiliate or Associate of Purchaser) or their respective businesses substantially as such businesses have been conducted prior to the Closing Date or as such businesses, as of the date hereof and the Closing Date, would be reasonably expected to be conducted after the Closing Date. All Required Contractual Consents and Purchaser Approvals set forth on Schedule 8.01(c) shall be in ---------------- effect as of the Closing Date. All conditions and requirements prescribed by any Required Contractual Consent or Purchaser Approval that is not a Governmental Approval to be satisfied on or prior to the Closing Date shall have been satisfied to the extent necessary such that all such Required Contractual Consents and Purchaser Approvals are effective and enforceable as of the Closing Date and will remain effective and enforceable against the Persons giving such Required Contractual Consents and Purchaser Approvals assuming continued compliance with the terms thereof. No Proceeding shall have been instituted or threatened with respect thereto that creates a material risk that any material Liability will be imposed on Purchaser (or any Affiliate or Associate of Purchaser). All conditions and requirements prescribed by any Required Contractual Consent or Purchaser Approval that is not a Governmental Approval to be satisfied on or prior to the Closing Date shall have been satisfied to the extent necessary such that no material Liability will be imposed on Purchaser (or any Affiliate or Associate of Purchaser) in connection with or as a result of the consummation of the transactions contemplated by this Agreement and the other Acquisition Documents.
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Required Contractual Consents. All Required Contractual ----------------------------- Consents set forth on Schedule 8.02(c) shall have been obtained without the ---------------- imposition of any conditions that are or would become applicable to Seller (or any Affiliate or Associate of Seller) after the Closing that would be materially burdensome on Seller (or any Affiliate or Associate of Seller). All Required Contractual Consents shall be in effect as of the Closing Date. All conditions and requirements prescribed by any Required Contractual Consent set forth on Schedule 8.02(c) to be satisfied on or ---------------- prior to the Closing Date shall have been satisfied to the extent necessary such that all Required Contractual Consents are effective and enforceable as of the Closing Date and will remain effective and enforceable against Persons giving such Required Contractual Consents assuming continued compliance with the terms thereof. No Proceeding shall have been instituted or threatened with respect thereto that creates a material risk that any material Liability will be imposed on Seller. All conditions and requirements prescribed by any Required Contractual Consent (or any such other consent) to be satisfied on or prior to the Closing Date shall have been satisfied to the extent necessary such that no material Liability will be imposed on Seller in connection with or as a result of the consummation of the transactions contemplated by this Agreement and the other Acquisition Documents.
Required Contractual Consents. All Required Contractual Consents shall have been obtained in written instruments reasonably satisfactory to Buyer.
Required Contractual Consents. The Vendor shall have obtained the consents and approvals described in Schedule 4.11;
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