Buyer Consent definition
Examples of Buyer Consent in a sentence
Buyer shall, as soon as practicable, prepare and make all necessary filings with all governmental or regulatory bodies or other entities and shall use its reasonable best efforts to obtain all consents, waivers, approvals, authorizations, rulings or orders from all governmental or regulatory bodies or other entities listed on the Buyer Consent Schedule and furnish true, correct and complete copies of each to Seller.
Seller shall be entitled, so long as Buyer's representatives have the opportunity to be present after reasonable notice thereof, to meet or have conversations with the DTSC regarding (i) termination of the Kaiser Consent Order; (ii) elimination of the public hearing requirement regarding closure of the Speedway site under the Buyer Consent Order and (iii) remediation of the Tar Pits Property.
Until the Covenant Termination Date, if any amount due under any Note remains unpaid, the Company will not, without obtaining the Required Buyer Consent, take any action with respect to the matters described in Article 8 of the Certificate of Designation (which Required Buyer Consent shall be separate from any consent that may be required by the Certificate of Designation).
For so long as at least 25% of the principal and accrued but unpaid interest under the Notes remains unpaid or at least 25% of the Preferred Shares remain outstanding, the Company shall not, without obtaining the Required Buyer Consent, issue any Preferred Shares other than upon conversion of the Notes.
Buyer shall have obtained the Buyer Consents and Approvals (provided that, if Buyer waives any Buyer Consent or Approval and the Parties are able to consummate the Transaction pursuant to Section 6.1.4, Seller shall be deemed to have waived this condition precedent to Closing).
Notwithstanding any provision in this Section 7.05(b) to the contrary, Buyer is, with respect to the Consent Decree, assuming only the Buyer Consent Decree Obligations and is not assuming any obligation of the Seller that, absent broad assumption language in the Consent Decree or the Consent Decree Modification, would be a Seller Consent Decree Obligation.
Unless the Company shall have obtained a Required Buyer Consent to do otherwise, the Company shall use the net proceeds from the sale of the Notes (excluding amounts paid by the Company for the Buyer's out-of-pocket costs and expenses, whether or not accounted for or incurred, in connection with the transactions contemplated by this Agreement (including the fees and disbursements of legal counsel for the Buyer and any other buyers in the Private Placement)) solely as set forth on Exhibit E.
Buyer shall enter ---------------------------------- into the Buyer Consent Order as of the Close of Escrow.
Unless the Company shall have obtained a Required Buyer Consent to do otherwise, the Company will not issue any options under its 1992, 1998 or Director's stock option plans.
Seller and Shareholder hereby agree to use their best efforts to obtain each Seller Consent, and Buyer hereby agrees to use its best efforts to obtain each Buyer Consent, in each case as promptly as practicable hereafter.