State Regulatory Approvals. The Company has obtained all requisite approvals of the Public Service Commission of Wisconsin (the “PSCW”) and the Michigan Public Service Commission (the “MPSC”), if any, for the issuance and sale by the Company of the Securities to the Underwriters under this Agreement.
State Regulatory Approvals. As soon as practicable after the date hereof, Buyer shall file all applications and other documents, and shall use its reasonable best efforts to obtain all consents and approvals, as are required to be filed or obtained by it under the applicable laws of the States of Texas, North Carolina, Pennsylvania, New York and Florida and the federal or provincial government of Canada, as applicable, and of any other applicable jurisdictions, including all requisite approvals of the insurance regulatory authorities in such jurisdictions and all other governmental approvals required for consummation of the transactions contemplated by this Agreement, in each case as promptly as is practicable. PFG and PLAC shall cause the PennLife Companies, PFG and SFC shall cause the ConLife Companies and Services, to the extent necessary, and PFG shall cause the PFI Companies and PCFS, to the extent necessary, to take all such actions (other than the payment of money not then due and owing or the provision of other consideration) as are reasonably requested by Buyer to assist Buyer in completing all such filings and obtaining all such consents and approvals as are required to be made and obtained. Buyer shall take all such actions (other than the payment of money not then due and owing or the provision of other consideration) as are reasonably requested by PLAC, PFG, SFC and ConLife to assist in completing all filings and obtaining all consents and approvals as any of them may be required to make and obtain.
State Regulatory Approvals. As soon as practicable after the date hereof, Buyer shall file all applications and other documents, and shall use commercially reasonable efforts to obtain all consents and approvals, as are required to be filed or obtained by it under the applicable Laws of the State of South Carolina, and of any other applicable jurisdictions, including all requisite approvals of the insurance regulatory authorities in such jurisdictions and all other governmental approvals required for consummation of the Transactions, in each case as promptly as is practicable. Sellers shall cause the Company and the Subsidiaries to take all such actions as are reasonably requested by Buyer to assist Buyer in completing all such filings and obtaining all such consents and approvals as are required to be made and obtained. Buyer shall take all such actions as are reasonably requested by Sellers to assist in completing all filings and obtaining all consents and approvals as any of them may be required to make and obtain.
State Regulatory Approvals. (a) Pursuant to the Original Merger Agreement, the parties hereto and their Affiliates have filed applications and notices with the Commission and sought such orders as are necessary under Law to consummate the transactions contemplated by this Agreement and to complete the performance of the obligations of this Agreement including, without limitation, payment of the Merger Consideration. Such applications included, without limitation, requests that the Commission: (i) approve, in contemplation of the Merger, the transfer of all shares of the capital stock of Verizon Hawaii from Seller to the Company, (ii) approve, in contemplation of the Merger, the proposed change in control (or transfer) of the Company, (iii) if required, approve, in contemplation of the Merger, Verizon Hawaii as the continuing holder of a certificate of public convenience and necessity, or similar authorization for provision of local exchange telephone service after the Merger and (iv) grant any approval necessary the transfer to Verizon AssetCo or another subsidiary of the Surviving Corporation which will, upon Closing, own the long distance customer relationships, the certificates of public convenience and necessity held by Verizon Select Services Inc. and Xxxx Atlantic Communications, Inc., or any other similar authorization, required to provide telecommunications services in Hawaii in the manner provided on May 21, 2004 (collectively, the “Regulatory Approvals”).
(b) The parties acknowledge that the Order contains the required Regulatory Approvals. The parties acknowledge that they have jointly agreed that, in the best interest of continuing to pursue and consummate the Merger and the transactions contemplated hereby and the other transaction documents, none will file a motion for reconsideration of or otherwise appeal the Order (so long as the Order remains in effect without material modification as of the Closing). No party will use the fact that the parties forwent the opportunity to file petitions for reconsideration of the Order as a basis to claim that the other party breached its obligations under the Original Merger Agreement to use commercially reasonable efforts to obtain the Regulatory Approvals and otherwise consummate the Merger and the transactions contemplated thereby.
(c) In the event that any third party challenges the Order, Seller and Buyer shall use commercially reasonable efforts to cooperate and oppose any such challenge and to retain (or if the Order is overt...
State Regulatory Approvals. As soon as practicable after the date hereof, Buyer shall file all applications and other documents, and shall use its reasonable best efforts to obtain all consents and approvals, as are required to be filed or obtained by it under the applicable laws of the State of Texas, and of any other applicable jurisdictions, including all requisite approvals of the insurance regulatory authorities in such jurisdictions and all other governmental approvals required for consummation of the transactions contemplated by this Agreement, in each case as promptly as is practicable. Seller shall cause each of the Companies to take all such actions as are reasonably requested by Buyer to assist Buyer in completing all such filings and obtaining all such consents and approvals as are required to be made and obtained. Buyer shall take all such actions as are reasonably requested by Seller to assist in completing all filings and obtaining all consents and approvals as any of them may be required to make and obtain.
State Regulatory Approvals. As soon as practicable, but in any event not later than 20 days after the date hereof, each party hereto shall file all applications and other documents, and shall use its reasonable best efforts to obtain all consents and approvals, as are required to be filed or obtained by it under the applicable laws of the State of Texas, and of any other applicable jurisdictions, including all requisite approvals of the insurance regulatory authorities in such jurisdictions and all other governmental approvals required for consummation of the transactions contemplated by this Agreement, in each case as promptly as is practicable. PLAC shall cause Professional to take all such actions (other than the payment of money not then due and owing or the provision of other consideration) as are reasonably requested by Buyer to assist Buyer in completing all such filings and obtaining all such consents and approvals as are required to be made and obtained. Buyer shall take all such actions (other than the payment of money not then due
State Regulatory Approvals. The Seller shall cooperate with the Purchaser in connection with the Purchaser's preparation and filing of the Acquisition Statement (as defined in Section 5.1) and shall use its reasonable best efforts to facilitate approval of the transactions contemplated by this Agreement. The Seller will use its reasonable best efforts to obtain all required regulatory approvals for the Reinsurance Agreement from the Insurance Division of the State of Colorado and the Insurance Department of the State of California on or prior to Closing.
