FAS Approval definition

FAS Approval means an approval of FAS for the acquisition of Seller Shares by Buyer pursuant to this Agreement; provided that such approval and the Governmental Commission Approval, taken together, shall not include the imposition of a condition or obligation on Buyer to divest or dispose of assets of either the Company or any of its Subsidiaries, or Buyer or any of its Affiliates, that in the aggregate accounted for US$ 250,000,000 (or its equivalent as determined in accordance with applicable accounting rules) or more of the annual net revenues (excluding, for the avoidance of doubt, value added tax) of the Company and its Subsidiaries, or Buyer and its Affiliates, determined in accordance with GAAP as applicable for the 12 month period ending on the end of the date of the most recent applicable annual audited accounts.
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FAS Approval means the approval by FAS of the acquisition by the Purchaser of the Sale Shares pursuant to the terms hereof.
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FAS Approval means approval from the Russian Federal Anti-Monopoly Service for the Acquisition;
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Examples of FAS Approval in a sentence

  • If Purchaser fails to obtain FAS Approval within such period, the provisions of Section 10.01(c) shall apply.

  • The Purchaser shall have obtained the APC Approval, FAS Approval and FSIL Approval to the transactions contemplated by this Agreement, on terms and conditions satisfactory to the Purchaser.

  • The Purchaser shall use its reasonable best efforts to obtain the FAS Approval and any other consent of a Governmental Entity required for the consummation of the transactions contemplated by this Agreement.

  • The Warrantors shall cooperate with the Purchaser in the Purchaser’s efforts to obtain any required approvals or consents, including the FAS Approval, from the FAS and any other applicable Governmental Entities prior to Closing.

  • The Seller shall provide the Buyer with all necessary information and documents required for the obtaining of the FAS Approval.

  • The Warrantors shall cooperate with the Purchaser in the Purchaser’s efforts to obtain the FAS Approval.

  • From and after the Closing, as long as the Purchaser shall not previously have done so in accordance with Section 4A.2 of the Purchase Agreement, CTCM shall indemnify, defend and hold harmless the Warrantors and their respective Affiliates, officers and directors from and against any and all Damages based upon, arising out of or otherwise in respect of the failure of the Purchaser to have obtained the FAS Approval (as defined in the Purchase Agreement) prior to the Closing.

  • Seller is not required to obtain any Authorization or any consent, permission, waiver, allowance, authorization, notification, application, permit, certificate or other approval granted, given, required or otherwise made available by any Person (other than a FAS Approval), in connection with the execution, delivery and performance of this Agreement by Seller, or the consummation of the transactions contemplated hereby.


More Definitions of FAS Approval

FAS Approval means the approval by FAS for the indirect acquisition by the Buyer of the Kolangon and the Kolangon Subsidiaries.
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FAS Approval means an approval of the FAS under the Federal Law No. 135-FZ “On Protection of Competition” dated 26 July 2006 (as amended);
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FAS Approval means the approval with respect to the YM Transaction issued by the FAS under Federal Law No. 135-FZ “On Protection of Competition”, dated 26 July 2006 (as amended), with such approval being unconditional and free from any obligations (contractual or otherwise) on the YNV Group, or otherwise subject only to conditions or obligations which are satisfactory to YNV in its reasonable opinion, and such approval remaining in full force and effect;
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Related to FAS Approval

  • CFIUS Approval means that any of the following shall have occurred: (a) the review period under the DPA commencing on the date that a CFIUS Notice is accepted by CFIUS shall have expired and Xxx, on the one hand, and Polaris, on the other hand, shall have received written notice from CFIUS to the effect that such review has been concluded and that either the Contemplated Transactions do not constitute a “covered transaction” under the DPA or there are no unresolved national security concerns, and all action under the DPA is concluded with respect to the Contemplated Transactions, (b) an investigation under the DPA shall have been commenced after such review period and CFIUS shall have determined to conclude all action under the DPA without sending a report to the President of the United States, and Xxx, on the one hand, and Polaris, on the other hand, shall have received written notice from CFIUS that either the Contemplated Transactions do not constitute a “covered transaction” under the DPA or there are no unresolved national security concerns, and all action under the DPA is concluded with respect to the Contemplated Transactions, or (c) CFIUS shall have sent a report to the President of the United States requesting the President’s decision and either (i) the President shall have announced a decision not to take any action to suspend or prohibit the Contemplated Transactions or, (ii) the period under the DPA during which the President may announce his decision to take action to suspend, prohibit or place any limitations on the Contemplated Transactions shall have expired without any such action being threatened, announced or taken.

  • Pre-approval means written notification via a pre-approval letter to Customer that Ameren Illinois has reviewed Customer's Application and determined that the project meets the program eligibility requirements for a maximum pre-approved incentive amount if the project is completed by the estimated completion date and all final application paperwork is submitted and approved.

  • IRB approval means the determination of the IRB that the research has been reviewed and may be conducted at an institution within the constraints set forth by the IRB and by other institutional and federal requirements.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • FCC Approval means the FCC’s grant of the FCC Applications, including any grants by operation of law; provided that the possibility that an appeal, request for stay, or petition for rehearing or review by a court or administrative agency may be filed with respect to such grant, or that the FCC may reconsider or review such grant on its own authority, shall not prevent such grant from constituting FCC Approval for purposes of the Plan.

  • HSR Approval means expiration of all applicable waiting periods under the HSR Act (including any voluntary agreed extensions) or earlier termination thereof.

  • MAA Approval means approval of an MAA by the applicable Regulatory Authority for marketing and sale of a Product in the applicable country or jurisdiction, but excluding any Pricing and Reimbursement Approval.

  • Requisite Approval means the affirmative vote of the holders of at least a majority of the shares of outstanding Company Common Stock and outstanding Company Preferred Stock voting as a single class.

  • NDA Approval means the Approval of an NDA by the FDA for a Product in the U.S.

  • type-approval means the procedure whereby an approval authority certifies that a type of vehicle, system, component or separate technical unit satisfies the relevant administrative provisions and technical requirements;

  • Approval means the written consent of the Authority.

  • Prior Approval means written ap- proval by an authorized official evi- dencing prior consent.

  • Price Approval means, in any country where a Governmental Authority authorizes reimbursement for, or approves or determines pricing for, pharmaceutical products, receipt (or, if required to make such authorization, approval or determination effective, publication) of such reimbursement authorization or pricing approval or determination (as the case may be).

  • Board Approval means the affirmative vote of a majority of the Disinterested Directors of the Company or a unanimous written consent of the Board of Directors of the Company duly obtained in accordance with the applicable provisions of the Company's certificate of incorporation, bylaws and applicable law.

  • Key Regulatory Approvals means those sanctions, rulings, consents, orders, exemptions, permits and other approvals (including the lapse, without objection, of a prescribed time under a statute or regulation that states that a transaction may be implemented if a prescribed time lapses following the giving of notice without an objection being made) of Governmental Entities as set out in Schedule C hereto;

  • Regulatory Approvals with respect to the Warrantholder, means, to the extent applicable and required to permit the Warrantholder to exercise this Warrant for shares of Common Stock and to own such Common Stock without the Warrantholder being in violation of applicable law, rule or regulation, the receipt of any necessary approvals and authorizations of, filings and registrations with, notifications to, or expiration or termination of any applicable waiting period under, the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules and regulations thereunder.

  • Requisite Regulatory Approvals has the meaning set forth in Section 7.01(b).

  • Regulatory Approval means any and all approvals, licenses, registrations or authorizations of any Regulatory Authority that are necessary for the marketing and sale of a product in a country or group of countries.

  • Shareholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Capital Market (or any successor entity) from the shareholders of the Company to permit the exercise of the Warrants.

  • Final Approval means the Court’s order granting final approval of the Settlement.

  • Special Approval means approval by a majority of the members of the Conflicts Committee.

  • Required Regulatory Approvals means the Seller Required Regulatory Approvals and the Buyer Required Regulatory Approvals.

  • FDA Approval means with respect to the Product, a Regulatory Approval by the FDA for the commercial use of the Product in the United States.

  • Requisite Shareholder Approval means the affirmative vote of a majority of the outstanding shares of the Preferred Stock and the Common Stock (voting together as a single class) and the affirmative vote of a majority of the outstanding shares of Common Stock (voting separately as a single class), in each case approving the Authorized Shares Amendment.

  • Regulatory Approval Application means any application submitted to an appropriate Regulatory Authority seeking any Regulatory Approval.

  • Initial approval means authorization to admit students and enter into contractual agreements for clinical facilities. It is granted only after an application has been submitted, reviewed and a survey visit made by the Board. No students shall be admitted to the program until the institution has received written notification that initial approval has been granted. Failure to comply will delay initial approval.