Common use of Required Regulatory Approvals and Consents Clause in Contracts

Required Regulatory Approvals and Consents. Without limiting the generality of Section 7.1 and Section 7.5, with respect to the purchase and sale of the Purchased Assets, (a) CPS shall have received all of CPS's Required Regulatory Approvals described in clause (i) of the definition thereof and all of CPS's Required Consents and (b) Seller shall have received all of Seller's Required Regulatory Approvals described in clause (i) of the definition thereof and the Seller's Required Consents. In the event that any of CPS's Required Regulatory Approvals or such Seller's Required Regulatory Approvals requires any modification to this Agreement or any Ancillary Agreement Executed by CPS or the Transactions, imposes any condition to the effectuation of the Transactions, or places any restrictions upon CPS's ownership of the STP Interest, then CPS shall have approved such modifications, conditions and restrictions to the extent that such modifications, conditions and restrictions, if any, are not contemplated by this Agreement and the Ancillary Agreements and, individually or in the aggregate, are reasonably likely to be materially adverse to the business, assets, properties, financial condition or results of operations of CPS and its subsidiaries (if any) taken as a whole, it being agreed that CPS shall be deemed to have approved of any such modifications, conditions or restrictions that are not disapproved by CPS in a written notice to Seller given no later than fifteen (15) Business Days following CPS's acquiring Knowledge of such modification, condition or restriction.

Required Regulatory Approvals and Consents. Without limiting the generality of Section 7.1 and or Section 7.5, with respect to the purchase and sale of the Purchased Assets, (a) CPS shall have received all of CPS's Required Regulatory Approvals described in clause (i) of the definition thereof and all of CPS's Required Consents and (b) Seller shall have received all of Seller's Required Regulatory Approvals described in clause (i) of the definition thereof and the all of Seller's Required ConsentsConsents and such Purchaser shall have received all of Purchaser's Required Regulatory Approvals described in clause (i) of the definition thereof. In the event that any of CPSsuch Seller's Required Regulatory Approvals or such SellerPurchaser's Required Regulatory Approvals requires any modification to this Agreement or any Ancillary Agreement Executed by CPS Seller or to the Transactions, Transactions imposes any condition to the effectuation of the such Transactions, or places any restrictions upon CPSon Seller's ownership or any of its Affiliates' conduct of their respective businesses after the STP InterestClosing, then CPS Seller shall have approved such modifications, conditions and restrictions to the extent that such modifications, conditions and restrictions, if any, are not contemplated by this Agreement and the such Ancillary Agreements and, and individually or in the aggregate, are reasonably likely to be materially adverse to the business, assets, properties, financial condition or results of operations of CPS Seller and its subsidiaries (if any) taken as a wholewhole or materially impair Seller's authority, right or ability to consummate the Transactions, or otherwise materially adversely affect Seller's or any of its Affiliates' conduct of their respective businesses after the Closing, it being agreed that CPS Seller shall be deemed to have approved of any such modifications, conditions or restrictions that are not disapproved by CPS Seller in a written notice to Seller such Purchaser given no later than fifteen (15) Business Days following CPSSeller's acquiring Knowledge of such modification, condition or restriction.

Required Regulatory Approvals and Consents. Without limiting the generality applicability of Section Sections 7.1 and Section 7.57.4, with respect to the purchase and sale of the Purchased Assets, (a) CPS Purchaser shall have received all of CPSPurchaser's Required Regulatory Approvals described in clause (i) of the definition thereof and all of CPSPurchaser's Required Consents and (b) Seller shall have received all of Seller's Required Regulatory Approvals described in clause (i) of the definition thereof and the Seller's Required Consents. In the event that any of CPS's Required Regulatory Approvals or such Seller's Required Regulatory Approvals Approval requires any modification to this Agreement or any Ancillary Agreement Executed by CPS or the Transactions, imposes any condition to the effectuation of the Transactions, or places any restrictions upon CPSPurchaser's ownership of the STP InterestPlant, then CPS shall have approved such modifications, conditions and or restrictions shall be subject to Purchaser's approval to the extent that such modifications, conditions and restrictions, if any, are not contemplated by this Agreement and the Ancillary Agreements andwould, individually or in the aggregate, are reasonably likely to be materially adverse to result in a Material Adverse Effect upon Purchaser, its ownership of the businessPlant or the operation of the Plant after the Closing; provided, assetshowever, properties, financial condition or results of operations of CPS and its subsidiaries (if any) taken as a whole, it being agreed that CPS Purchaser shall be deemed to have approved of any such modifications, conditions or restrictions to the extent that are not disapproved by CPS Purchaser fails to disapprove of same in a written notice to Seller given received no later than fifteen (15) Business Days following CPSin the case of a Purchaser's acquiring Knowledge Required Regulatory Approvals the public announcement of the decision of the Governmental Authority imposing such modification, condition or restriction and in the case of a Seller's Required Regulatory Approvals Purchaser's receipt of written notice from Seller of the decision of the Governmental Authority imposing such modification, condition or restriction.

Required Regulatory Approvals and Consents. Without limiting the generality of Section Sections 7.1 and Section 7.57.4, with respect to the purchase and sale of the Purchased Assets, (a) CPS shall have received all of CPS's Required Regulatory Approvals described in clause (i) of the definition thereof and all of CPS's Required Consents and (b) Seller shall have received all of Seller's Required Regulatory Approvals described in clause (i) and Seller's Required Consents and Purchaser shall have received all of the definition thereof Purchaser's Required Regulatory Approvals and the SellerPurchaser's Required Consents. In the event that any of CPS's Required Regulatory Approvals or such Seller's Required Regulatory Approvals Approval requires any modification to this Agreement or any Ancillary Agreement Executed by CPS or the Transactions, imposes any condition to the effectuation of the Transactions, or places any restrictions upon CPSSeller's conveyance of the Purchased Shares, or the Companies' ownership of the STP InterestPlant or the operation of the Plant prior to the Closing, then CPS shall have approved such modifications, conditions and or restrictions shall be subject to Seller's approval to the extent that such modifications, conditions and restrictions, if any, are not contemplated by this Agreement and the Ancillary Agreements andwould, individually or in the aggregate, are reasonably likely to be materially adverse result in a Material Adverse Effect upon Seller, the Companies' ownership of the Plant or the operation of the Plant prior to the businessClosing; provided, assetshowever, properties, financial condition or results of operations of CPS and its subsidiaries (if any) taken as a whole, it being agreed that CPS Seller shall be deemed to have approved of any such modifications, conditions or restrictions to the extent that are not disapproved by CPS Seller fail to disapprove of same in a written notice to Seller given received no later than fifteen (15) Business Days following CPS's acquiring Knowledge the public announcement of the decision of the Governmental Authority imposing such modification, condition or restriction.