Required Governmental Approvals and Other Consents Sample Clauses

Required Governmental Approvals and Other Consents. All Required Governmental Approvals (including approval of the Interim Structure Documents and the parties thereto) for the Property shall have been obtained and shall be in full force and effect.
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Required Governmental Approvals and Other Consents. All Required Governmental Approvals (including approval of the Interim Structure Documents and the OTA (as defined therein), and the parties thereto, including, without limitation, approval of Buyer’s property manager as an approved manager) for the Property shall have been obtained and shall be in full force and effect.
Sample 1
Required Governmental Approvals and Other Consents. Copies of -------------------------------------------------- all required governmental approvals, authorizations and consents shall be delivered by the Company to Sub. The Company shall deliver to Sub any of the consents of other third parties required to consummate the transactions contemplated hereby.
Sample 1
Required Governmental Approvals and Other Consents. Copies of all required governmental approvals, consents, authorizations and other consents as identified on Schedule 4.8 shall be delivered by DAI to Parent and Sub. DAI shall deliver to Parent and Sub any of the consents of other third parties required to consummate the transactions contemplated hereby;
Sample 1
Required Governmental Approvals and Other Consents. Copies of all governmental approvals, authorizations and consents shall be delivered to DAI by Parent and Sub. Parent and Sub shall deliver to DAI any of the consents of other third parties required to consummate the transactions contemplated hereby;
Sample 1
Required Governmental Approvals and Other Consents. (a) Purchaser shall have primary responsibility for, and shall use its commercially reasonable efforts to pursue and secure prior to the Outside Date, or, solely with respect to the NY Governmental Approvals, the NY Outside Date, all of the regulatory approvals and licenses of Governmental Authorities set forth on Schedule 4.04(a) (collectively, the “Required Governmental Approvals”), and any filing or other fees or expenses related to the Required Governmental Approvals shall be borne solely by Purchaser. Purchaser shall submit all applications and other filings necessary to obtain the Required Governmental Approvals within five (5) Business Days, after the end of the Diligence Period in each case after having (i) provided Sellers and their Representatives with a copy of all such applications and filings a reasonable period of time prior to the submission thereof for review and comment, and (ii) if requested by Sellers, accepted all reasonable additions, deletions or changes suggested in connection therewith. Each of the Sellers, as applicable, shall cooperate with and do all things reasonably practicable to assist Purchaser in its efforts to obtain all Required Governmental Approvals; provided, however, that, except to the extent provided in the next sentence, neither Sellers nor Purchaser, their Affiliates and Representatives shall be required to make payments or incur any other Liability to pursue or secure any such Required Governmental Approvals beyond any required application fees incurred in connection with obtaining such Required Governmental Approvals (which application fees shall be Purchaser’s responsibility). Notwithstanding the foregoing, the applicable Seller shall be responsible for the costs of any improvements to its Rental Property as may be required by the applicable Governmental Authority in connection with the issuance of the applicable Required Governmental Approval; provided, however, that in the event the aggregate costs of all such improvements to all Rental Properties are greater than $1,000,000, the Sellers may elect to terminate this Agreement (in which event the Deposit shall be paid as set forth in Section 6.03) unless Purchaser agrees in writing for the benefit of Sellers to pay such amounts in excess of $1,000,000.
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Related to Required Governmental Approvals and Other Consents

  • Governmental and Other Approvals; No Conflicts The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third party, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate any applicable law or regulation or the charter, bylaws or other organizational documents of Parent, Borrower and their Subsidiaries or any order of any Governmental Authority, other than any such violations that, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect, (c) will not, in any material respect, violate or result in a default under any indenture, material agreement or other material instrument binding upon Parent, Borrower and their Subsidiaries or assets, or give rise to a right thereunder to require any material payment to be made by any such Person, and (d) except for the Liens created pursuant to the Security Documents, will not result in the creation or imposition of any Lien on any asset of Parent, Borrower and their Subsidiaries.

  • Governmental and Other Approvals Apply for, obtain and/or maintain in effect, as applicable, all authorizations, consents, approvals, licenses, qualifications, exemptions, filings, declarations and registrations (whether with any court, governmental agency, regulatory authority, securities exchange or otherwise) which are necessary or reasonably requested by the Agent in connection with the execution, delivery and performance by any Credit Party of, as applicable, this Agreement, the other Loan Documents, the Subordinated Debt Documents, or any other documents or instruments to be executed and/or delivered by any Credit Party, as applicable in connection therewith or herewith, except where the failure to so apply for, obtain or maintain could not reasonably be expected to have a Material Adverse Effect.

  • Governmental Authorization; Other Consents No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document.

  • Regulatory and Other Authorizations; Consents (a) Each party hereto shall use all commercially reasonable efforts to obtain all authorizations, consents, orders and approvals of, and to give all notices to and make all filings with, all Governmental Entities (including but not limited to those pertaining to the Governmental Approvals) and other third parties that may be or become necessary for its execution and delivery of, and the performance of its obligations pursuant to this Agreement and will cooperate fully with the other party in promptly seeking to obtain all such authorizations, consents, orders and approvals, giving such notices, and making such filings. To the extent required by the HSR Act, each of the parties hereto shall (i) file or cause to be filed, as promptly as practicable but in no event later than 15 days after (x) the execution and delivery of this Agreement or (y) such later date as a change of circumstances causes such a filing to be required, with the Federal Trade Commission and the United States Department of Justice, all reports and other documents required to be filed by such party under the HSR Act concerning the transactions contemplated hereby and (ii) promptly comply with or cause to be complied with any requests by the Federal Trade Commission or the United States Department of Justice for additional information concerning such transactions, in each case so that the waiting period applicable to this Agreement and the transactions contemplated hereby under the HSR Act shall expire as soon as practicable after the execution and delivery of this Agreement. Each party hereto agrees to request, and to cooperate with the other party or parties in requesting, early termination of any applicable waiting period under the HSR Act. Savia shall pay the filing fees payable in connection with the filings by the parties required by the HSR Act.

  • Governmental and Other Consents No consent, approval or authorization of, or declaration or filing with, any governmental authority or other person is required on the part of Buyer in connection with the execution, delivery and performance of this Agreement by it or the consummation of the transactions contemplated hereby.

  • Regulatory and Other Approvals Seller will (a) proceed diligently and in good faith and use its best efforts, as promptly as practicable, to obtain all consents, approvals or actions of, to make all filings with and to give all notices to Governmental Authorities or any other Person required of Seller, including without limitation any consents required with respect to Seller’s interests in Assumed Contracts, to consummate the transactions contemplated hereby and by the Related Agreements, (b) provide such other information and communications to such Governmental Authorities or other Persons as Buyer or such Governmental Authorities or other Persons may reasonably request in connection therewith and (c) cooperate with Buyer as promptly as practicable in obtaining all consents, approvals or actions of, making all filings with and giving all notices to Governmental Authorities or other Persons required of Buyer to consummate the transactions contemplated hereby and by the Related Agreements. Seller will provide prompt notification to Buyer when any such consent, approval, action, filing or notice referred to in clause (a) above is obtained, taken, made or given, as applicable, and will advise Buyer of any communications (and, unless precluded by Law, provide copies of any such communications that are in writing) with any Governmental Authority or other Person regarding any of the transactions contemplated by this Agreement or any of the Related Agreements. Seller knows of no reason relating to Seller why the approvals, consents or waivers of governmental authorities required to complete the transactions contemplated hereby will not be obtained in a timely manner.

  • Required Governmental Approvals All governmental authorizations, consents and approvals necessary for the valid consummation of the transactions contemplated hereby shall have been obtained and shall be in full force and effect. All applicable governmental pre-acquisition filing, information furnishing and waiting period requirements shall have been met or such compliance shall have been waived by the governmental authority having authority to grant such waivers.

  • Governmental Approvals and Consents (a) Each party hereto shall, as promptly as possible, (i) make, or cause or be made, all filings and submissions required under any Law applicable to such party or any of its Affiliates; and (ii) use reasonable best efforts to obtain, or cause to be obtained, all consents, authorizations, orders and approvals from all Governmental Authorities that may be or become necessary for its execution and delivery of this Agreement and the performance of its obligations pursuant to this Agreement and the Ancillary Documents. Each party shall cooperate fully with the other party and its Affiliates in promptly seeking to obtain all such consents, authorizations, orders and approvals. The parties hereto shall not willfully take any action that will have the effect of delaying, impairing or impeding the receipt of any required consents, authorizations, orders and approvals.

  • No Governmental Approvals Required Except as previously obtained or made, no authorization, consent, approval, order, license or permit from, or filing, registration or qualification with, any Governmental Agency is or will be required to authorize or permit under applicable Laws the execution and delivery by Borrower of the Loan Documents to which it is a Party and payment of the Obligations.

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