Common use of Requisite Governmental Approvals Clause in Contracts

Requisite Governmental Approvals. No Consent, authorization of, filing or registration with, or notification to any Governmental Authority is required on the part of the Company in connection with the (a) execution and delivery of this Agreement or the Support Agreement by the Company; (b) performance by the Company of its covenants and obligations pursuant to this Agreement or the Support Agreement; or (c) effectuation of the Charter Amendment and consummation of the Merger and the other transactions contemplated by this Agreement and the other Transaction Documents, except (i) the filing of the Articles of Merger and the Amended Company Charter Certificate with the Office of the Nevada Secretary of State; (ii) such filings and approvals as may be required by any applicable federal or state securities Laws, including compliance with any applicable requirements of the Exchange Act, the NRS and the applicable rules and regulations of the SEC and the NYSE; (iii) compliance with any applicable requirements of the HSR Act; and (iv) such other Consents the failure of which to obtain would not reasonably be expected to, individually or in the aggregate, have a Company Material Adverse Effect.

Requisite Governmental Approvals. No Consentconsent, approval, order or authorization of, filing or registration with, or notification to (any of the foregoing, a “Consent”) any Governmental Authority is required on the part of the Company in connection with the (a) the execution and delivery of this Agreement or the Support Agreement by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the Support Agreement; or (c) effectuation of the Charter Amendment and consummation of the Merger and the other transactions contemplated by this Agreement and the other Transaction DocumentsMerger, except (i) the filing of the Articles Certificate of Merger and the Amended Company Charter Certificate with the Office Secretary of State of the Nevada Secretary State of StateDelaware and such filings with Governmental Authorities to satisfy the applicable laws of states in which the Company Group is qualified to do business; (ii) such filings and approvals as may be required by any applicable federal or state securities Lawslaws, including compliance with any applicable requirements of the Exchange Act, ; (iii) such filings as may be required under the NRS and the applicable rules and regulations of the SEC and the NYSE; Nasdaq, (iiiiv) compliance with any applicable requirements of the HSR Act; and (ivv) such other Consents the failure of which to obtain or make would not reasonably be expected to, individually or in the aggregate, have a Company Material Adverse Effect.

Requisite Governmental Approvals. No Consentconsent, approval, order or authorization of, filing or registration with, or notification to (any of the foregoing, a “Consent”) any Governmental Authority or the Internet Corporation for Assigned Names and Numbers is required on the part of the Company in connection with the (a) the execution and delivery of this Agreement or the Support Agreement by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the Support Agreement; or (c) effectuation of the Charter Amendment and consummation of the Merger and the other transactions contemplated by this Agreement and hereby, including the other Transaction DocumentsMerger, except for (i) the filing of the Articles Certificate of Merger and the Amended Company Charter Certificate with the Office Secretary of State of the Nevada Secretary State of StateDelaware and such filings with Governmental Authorities to satisfy the applicable Laws of states in which the Company Group is qualified to do business; (ii) such filings and approvals as may be required by any applicable federal or state securities Lawslaws, including compliance with any applicable requirements of the Exchange Act, the NRS and the applicable rules and regulations of the SEC and the NYSE; (iii) compliance with any applicable requirements of the HSR ActAct and other Antitrust Laws; and (iv) such other Consents the failure of which to obtain have not had, and would not reasonably be expected to, individually or in the aggregate, to have a Company Material Adverse Effect.

Requisite Governmental Approvals. No Consentconsent, approval, order or authorization of, filing or registration with, or notification to (any of the foregoing, a “Consent”) any Governmental Authority or government-sponsored entity that has jurisdiction over the Merger and the other transactions contemplated hereby is required on the part of the Company (a) in connection with the (a) execution and delivery of this Agreement or the Support Agreement by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the Support Agreement; or (c) effectuation of the Charter Amendment and consummation of the Merger and the other transactions contemplated by this Agreement and the other Transaction DocumentsMerger, except (i) the filing of the Articles Certificate of Merger and the Amended Company Charter Certificate with the Office Secretary of State of the Nevada Secretary State of StateDelaware and such filings with Governmental Authorities to satisfy the applicable laws of states in which the Company is qualified to do business; (ii) such filings and approvals as may be required by any applicable federal or state securities Lawslaws, including compliance with any applicable requirements of the Exchange Act, the NRS and the applicable rules and regulations of the SEC and the NYSE; (iii) compliance with any applicable requirements of the HSR ActAct and any other applicable Antitrust Laws; and (iv) such other Consents the failure of which to obtain would not reasonably be expected to, individually or in the aggregate, have a Company Material Adverse Effect.

Requisite Governmental Approvals. No Assuming that the Merger is consummated in accordance with Section 251(h) of the DGCL, no Consent, authorization of, filing or registration with, or notification to any Governmental Authority is required on the part of the Company in connection with the (a) execution and delivery of this Agreement or the Support Agreement by the Company; (b) performance by the Company of its covenants and obligations pursuant to this Agreement or the Support Agreement; or (c) effectuation of the Charter Amendment and consummation of the Merger and the other transactions contemplated by this Agreement and the other Transaction DocumentsTransactions, except (i) the filing of the Articles Certificate of Merger and the Amended Company Charter Certificate with the Office Secretary of State of the Nevada Secretary State of StateDelaware and such filings with Governmental Authorities to satisfy the applicable Laws of states in which the Company and its Subsidiaries are qualified to do business; (ii) the filing with the SEC of the Schedule 14D-9, and such other filings and approvals as may be required by any applicable federal or state securities Laws, including compliance with any applicable requirements of the Exchange Act, the NRS and the applicable rules and regulations of the SEC and the NYSE; (iii) compliance with any applicable requirements of the HSR ActAct and any applicable foreign Antitrust Laws; and (iv) such other Consents the failure of which to obtain would not reasonably be expected to, individually or in the aggregate, have a Company Material Adverse Effect.

Requisite Governmental Approvals. No Consentconsent, approval, order or authorization of, filing or registration with, or notification to (any of the foregoing, a “Consent”) any Governmental Authority is required on the part of the Company Parties (a) in connection with the (a) execution and delivery of this Agreement or the Support Agreement by the CompanyCompany Parties; (b) the performance by the Company Parties of its their respective covenants and obligations pursuant to this Agreement or the Support Agreement; or (c) effectuation of the Charter Amendment and consummation of the Merger and the other transactions contemplated by this Agreement and the other Transaction DocumentsMergers, except (i) the filing of the Articles Holdings Certificate of Merger and the Amended Company Charter Certificate of Merger with the Office Secretary of State of the Nevada Secretary State of StateDelaware and such filings with Governmental Authorities to satisfy the applicable laws of states in which the Company Group is qualified to do business; (ii) such filings and approvals as may be required by any applicable federal or state securities Lawslaws, including compliance with any applicable requirements of the Exchange Act, the NRS and the applicable rules and regulations of the SEC and the NYSE; (iii) compliance with any applicable requirements of the HSR ActAct and Antitrust Laws and Foreign Investment Laws set forth in Section 7.1(b) of the Company Disclosure Letter; and (iv) such other Consents the failure of which to obtain would not reasonably be expected to, individually or in the aggregate, have a Company Material Adverse Effect.