Common use of Requisite Governmental Approvals Clause in Contracts

Requisite Governmental Approvals. No consent, 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 is required on the part of the Company in connection with (a) the execution and delivery of this Agreement or the other Transaction Documents by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the other Transaction Documents; or (c) the consummation of the Transactions, except (i) such filings and approvals as may be required by any federal or state securities Laws, including compliance with any applicable requirements of the Exchange Act; (ii) compliance with any applicable requirements of the HSR Act and any other applicable Antitrust Laws or Foreign Investment Laws; (iii) filing the First Certificate of Merger in connection with the First Merger and filing the Second Certificate of Merger in connection with the Second Merger; (iv) receipt of the other Regulatory Approvals and (v) such other Consents the failure of which to obtain would not have a Company Material Adverse Effect and would not, individually or in the aggregate, reasonably be expected to prevent or materially impair the consummation by the Acquired Companies of the Transactions by the Outside Date.

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 is required on the part of the Company or any of its Subsidiaries in connection with the (a) the execution and delivery of this Agreement or the other Transaction Documents by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the other Transaction DocumentsAgreement; or (c) the consummation of the TransactionsMerger by the Company, except (i) the filing of the Certificate of Merger with the Secretary of State of the State of Delaware; (ii) such filings and approvals as may be required by any federal or state securities Laws, including compliance with any applicable requirements of the Exchange Act; (iiiii) compliance with the rules and regulations of Nasdaq; (iv) compliance with any applicable requirements of the HSR Act and any other applicable foreign Antitrust Laws or and Foreign Investment Laws; (iii) filing the First Certificate of Merger in connection with the First Merger and filing the Second Certificate of Merger in connection with the Second Merger; (iv) receipt of the other Regulatory Approvals and (v) such other Consents the failure of which to obtain has not had, and would not have a Company Material Adverse Effect and would notreasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect and has not prevented, materially impaired or materially delayed, and would not reasonably be expected to prevent prevent, materially impair or materially impair delay the consummation by the Acquired Companies of the Transactions by Merger or the Outside Dateability of the Company to perform its covenants and obligations pursuant to this Agreement.

Requisite Governmental Approvals. No consent, 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 Authorization is required on the part of the Company in connection with (a) the execution and delivery of this Agreement or the other Transaction Documents by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the other Transaction DocumentsAgreement; or (c) the consummation of the TransactionsTransactions by the Company, except for (i) the filing of the Certificate of Merger with the Secretary of State of the State of Delaware 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) such filings and approvals as may be required by any applicable federal or state securities Laws, including the filing of the Proxy Statement with the SEC and compliance with any applicable requirements of the Exchange Act; (iiiii) compliance with any applicable requirements of the NYSE; (iv) compliance with any applicable requirements of the HSR Act and any other applicable Other Applicable Antitrust Laws or Foreign Investment Laws; (iiiv) the filing the First Certificate of Merger in connection any foreign direct investment filings required under applicable Law and obtaining approval with the First Merger and filing the Second Certificate of Merger in connection with the Second Mergerrespect thereto; (iv) receipt of the other Regulatory Approvals and (vvi) such other Consents Governmental Authorizations the failure of which to obtain would not have a Company Material Adverse Effect and would notreasonably be expected to have, individually or in the aggregate, reasonably be expected to prevent or materially impair the consummation by the Acquired Companies of the Transactions by the Outside Datea Company Material Adverse Effect.

Requisite Governmental Approvals. No consent, 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 Authorization is required on the part of the Company or any Subsidiary thereof in connection with (a) the execution execution, delivery and delivery performance of this Agreement or the other Transaction Documents by the Company; or (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the other Transaction Documents; or (c) the consummation of the TransactionsTransaction, including the Merger, except for (i) the filing of the Certificate of Merger with the Secretary of State of the State of Delaware 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) such filings and approvals as may be required by any applicable federal or state securities Laws, including the filing of the Requisite Filings with the SEC and compliance with any applicable requirements of the Exchange Act; (iiiii) compliance with any applicable requirements of the NYSE; (iv) compliance with any applicable requirements of the HSR Act and any other applicable Antitrust Laws or Foreign Investment LawsAct; (iii) filing the First Certificate of Merger in connection with the First Merger and filing the Second Certificate of Merger in connection with the Second Merger; (iv) receipt of the other Regulatory Approvals and (v) such Governmental Authorizations required solely by reason of participation of Parent or Merger Sub; and (vi) such other Consents Governmental Authorizations the failure of which to obtain would not have reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect and would not, individually or in the aggregate, reasonably be expected to not otherwise prevent or materially impair delay the consummation by the Acquired Companies of the Transactions by the Outside DateMerger.

Requisite Governmental Approvals. No consent, 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 Authorization is required on the part of the Company in connection with with: (a) the execution and delivery of this Agreement or the other Transaction Documents by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the other Transaction DocumentsAgreement; or (c) the consummation of the TransactionsCasdin Transaction and the other transactions contemplated by this Agreement, except (i) the filing of the Certificate of Designations and the Certificate of Amendment with the Secretary of State of the State of Delaware, (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, (iii) compliance with any applicable requirements of NASDAQ; (iiiv) compliance with any applicable requirements of the HSR Act and any other applicable foreign Antitrust Laws or Foreign Investment Laws; (iii) filing the First Certificate of Merger in connection with the First Merger and filing the Second Certificate of Merger in connection with the Second Merger; (iv) receipt of the other Regulatory Approvals , and (v) such other Consents Governmental Authorizations the failure of which to obtain would not reasonably be expected to have a Company Material Adverse Effect and would notor prevent or materially impair or materially delay, individually or in the aggregate, be reasonably be expected to prevent or materially impair or materially delay, the consummation by the Acquired Companies of the Transactions by the Outside DateCasdin Transaction and/or Viking Transaction.

Requisite Governmental Approvals. No consent, 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 Authorization is required on the part of the Company or any of its Subsidiaries in connection with (a) the execution and delivery of this Agreement or the other Transaction Documents by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the other Transaction DocumentsAgreement; or (c) the consummation of the TransactionsTransaction, except for (i) the filing of the Certificate of Merger with the Secretary of State of the State of Delaware 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) such filings and approvals as may be required by any applicable federal or state securities Laws, including the filing of the Proxy Statement with the SEC and compliance with any applicable requirements of the Exchange Act; (iiiii) compliance with any applicable requirements of NYSE; (iv) compliance with any applicable requirements of the HSR Act and any other applicable foreign Antitrust Laws or Foreign Investment Laws; (iii) filing the First Certificate of Merger in connection with the First Merger and filing the Second Certificate of Merger in connection with the Second Merger; (iv) receipt of the other Regulatory Approvals and (v) such other Consents Governmental Authorizations the failure of which to obtain have not had, and would not have a Company Material Adverse Effect and would notreasonably be expected to have, individually or in the aggregate, reasonably be expected to prevent or materially impair the consummation by the Acquired Companies of the Transactions by the Outside Datea Company Material Adverse Effect.

Requisite Governmental Approvals. No consent, 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 is required on the part of the Company or any Subsidiary thereof (a) in connection with (a) the execution execution, delivery and delivery performance of this Agreement or the other Transaction Documents by the Company; Company or (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the other Transaction Documents; or (c) including the consummation of the TransactionsMerger), except (i) the filing of the Certificate of Merger with the Secretary of State of the State of Delaware 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) such filings and approvals as may be required by any federal or state securities Lawslaws, including the Proxy Statement and compliance with any applicable requirements of the Exchange Act; (iiiii) compliance with any applicable requirements of the HSR Act and any other applicable foreign Antitrust Laws or and Foreign Investment Laws; (iiiiv) filing the First Certificate of Merger in connection compliance with the First Merger rules and filing the Second Certificate regulations of Merger in connection with the Second MergerNASDAQ; (ivv) the receipt of Regulatory Authorizations set forth on Schedule ‎3.6 of the Company Disclosure Letter; (vi) any other Regulatory Approvals actions or filings required solely by reason of the participation of Parent or Merger Sub and (vvii) such other Consents the failure of which to obtain would not have a Company Material Adverse Effect and would nothave, individually or in the aggregate, reasonably be expected to prevent or materially impair the consummation by the Acquired Companies of the Transactions by the Outside Datea Company Material Adverse Effect.

Requisite Governmental Approvals. No consent, 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 Authorization is required on the part of the Company in connection with (a) the execution and delivery of this Agreement or the other Transaction Documents by the Company; (b) the performance by the Company of its covenants and obligations pursuant to this Agreement or the other Transaction DocumentsAgreement; or (c) the consummation of the TransactionsTransactions by the Company, except for (i) the filing of the Certificate of Merger with the Secretary of State of the State of Delaware 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) such filings and approvals as may be required by any applicable federal or state securities Laws, including the filing of the Proxy Statement with the SEC and compliance with any applicable requirements of the Exchange Act; (iiiii) compliance with any applicable requirements of the NYSE; (iv) compliance with any applicable requirements of the HSR Act and any other applicable Antitrust Foreign Regulatory Laws or Foreign Investment Lawsand obtaining approval with respect thereto; (iii) filing the First Certificate of Merger in connection with the First Merger and filing the Second Certificate of Merger in connection with the Second Merger; (iv) receipt of the other Regulatory Approvals and (v) such filings as may be required or deemed desirable to submit to CFIUS; (vi) such Governmental Authorizations set forth on Section 3.6 of the Company Disclosure Letter and (vii) such other Consents Governmental Authorizations the failure of which to obtain would not have a Company Material Adverse Effect and would notreasonably be expected to have, individually or in the aggregate, reasonably be expected to prevent or materially impair the consummation by the Acquired Companies of the Transactions by the Outside Datea Company Material Adverse Effect.

Requisite Governmental Approvals. No consent, 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 Authorization is required on the part of the Company in connection with (a) the execution and delivery of this Agreement or the other Transaction Documents by the Company; (b) the performance by the Company of its covenants and other obligations pursuant to this Agreement or the other Transaction Documentshereunder; or (c) the consummation of the TransactionsTransactions by the Company, except for (i) the filing of the Certificate of Merger with the Secretary of State of the State of Delaware 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) such filings and approvals as may be required by any applicable federal or state securities Laws, including the filing of the Proxy Statement with the SEC and compliance with any applicable requirements of the Exchange Act; (iiiii) compliance with any applicable requirements of Nasdaq; (iv) compliance with any applicable requirements of the HSR Act and any other applicable Antitrust Laws or Laws; (v) filings and approvals as required by applicable Foreign Investment Laws; (iii) filing the First Certificate of Merger in connection with the First Merger and filing the Second Certificate of Merger in connection with the Second Merger; (iv) receipt of the other Regulatory Approvals and (vvi) such other Consents Governmental Authorizations the failure of which to obtain would not have a Company Material Adverse Effect and would notreasonably be expected to (A) have, individually or in the aggregate, reasonably be expected to prevent a Company Material Adverse Effect or (B) prevent, materially delay or materially impair the consummation by the Acquired Companies ability of the Transactions Company to consummate the transactions contemplated by the Outside Datethis Agreement.