Required Third Party Consent definition

Required Third Party Consent shall have the meaning set forth in Section 2.2(a).
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Required Third Party Consent has the meaning set forth in Section 6.6(a).
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Required Third Party Consent means each consent required as a result of the execution, delivery and performance of this Agreement or the consummation of the transactions contemplated hereby, under any Commitment (as defined in Article 4.04(a) hereof that involves an annual payment by or to Seller exceeding $2,500.00;
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Examples of Required Third Party Consent in a sentence

  • If Xxxxxxxx and Xxxxxx Partner mutually agree to pay a monetary consent fee to a Third Party to obtain a Required Third Party Consent from such Third Party, then Merger Partner and Remainco shall each pay fifty percent (50%) of such consent fee.

  • All of the consents, approvals, authorizations, licenses and waivers from non-Government Entities set forth on Schedule P (collectively, the “Stratex Required Third Party Consents”) shall have been obtained without the payment or provision of any material consideration by Stratex and/or its Subsidiaries and Stratex shall have provided reasonable evidence of such receipt of the Stratex Required Third Party Consent.

  • Notwithstanding anything in this Agreement to the contrary, neither Seller nor any of its Affiliates shall be required to compensate any third party, commence or participate in any Action or offer or grant any accommodation (financial or otherwise) to any third party to obtain any such Required Third Party Consent.

  • Seller shall have obtained and shall have delivered to Buyer copies of each of the Required Third Party Consents in accordance with requirements for each such Required Third Party Consent set forth in Schedule 2.9.1.

  • For the avoidance of doubt, no representation, warranty or covenant of the Seller Parties contained in this Agreement or any of the documents related to the Transactions shall be breached or deemed breached, and no condition to any Closing shall be deemed not satisfied, solely based on the failure to obtain any Required Third Party Consents and to the extent that any Required Third Party Consent shall not have been obtained as of any Closing.

  • With respect to any Required Third Party Consent that has not been obtained prior to the Closing, in the event that the Closing occurs, Seller shall continue to use reasonable best efforts to obtain any such Required Third Party Consent after the Closing until either such Required Third Party Consent has been obtained or Seller and Purchaser mutually agree, in good faith, that such Required Third Party Consent cannot reasonably be obtained.

  • Each of the Seller Parties and Purchaser Parties shall have the right to participate in all material communications and discussions between Purchaser Parties or Seller Parties, as the case may be, and the applicable counterparty relating to obtaining the Required Third Party Consent and each of the Seller Parties and Purchaser Parties shall promptly provide copies of all communications received from such counterparty.

  • Upon obtaining the Required Third Party Consent such Purchased Asset shall be transferred and assigned to, and assumed by, Buyer hereunder.

  • The Recipient shall use its commercially reasonable efforts to cooperate and provide such reasonable assistance as may be requested by the Administrator in obtaining any such Required Third Party Consents; provided that, the Administrator shall control all communications and negotiations with any third party from which a Required Third Party Consent is sought to be obtained.

  • If Rxxxxxxx and Bxxxx mutually agree to pay a monetary consent fee to a Third Party to obtain a Required Third Party Consent from such Third Party, then Buyer and Remainco shall each pay, or cause to be paid, fifty percent (50%) of such consent fee.


More Definitions of Required Third Party Consent

Required Third Party Consent is defined in Section 4.3. “Restrictive Covenant Agreement” is defined in the Recitals. “Rights-of-Way” is defined in Section 4.14(c). “Schedules” means the schedules referenced in this Agreement (other than the Disclosure Schedule) delivered simultaneously with the execution of this Agreement. “SEC” is defined in Section 5.14(a).
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Required Third Party Consent means any license, permit, consent or approval necessary from any Person (other than a Governmental Authority or an Affiliate of a Party) for the Administrator to provide, or procure the provision of, or for the Recipient to receive, any Administrative Services or any other data or information required to be provided to the Recipient under this Agreement. “Sales and Service Taxes” has the meaning set forth in Section 9.3. “Security Incident” has the meaning set forth in Section 8.3. “Seller” has the meaning set forth in the first recital hereof. “Servicing Standards” has the meaning set forth in Schedule 3.1. “Shared Customer Information” has the meaning set forth in Section 8.7. “Specified Policies” has the meaning set forth in Exhibit E. “Specified Policy Fee” has the meaning set forth in Exhibit E. “Specified Policy Payment” has the meaning set forth in Exhibit E. “Subcontractor” has the meaning set forth in Section 3.2. “Subject Agreements” means the Administration Agreements and the Business Underwriting Agreement. “Tax” or “Taxes” means all income, premium, excise, gross receipts, ad valorem, sales, use, service, value added, employment, payroll, social security, disability, unemployment, workers’ compensation, franchise, profits, gains, property, transfer, payroll, stamp taxes or other similar taxes, customs, duties, fees, assessments or other like governmental charges (whether payable directly or by withholding) imposed by any Tax Authority, together with any interest and any penalties thereon or additional amounts with respect thereto; provided that, any guarantee fund assessment or escheatment obligation shall not be treated as a Tax. “Tax Authority” means any Governmental Authority having jurisdiction over the assessment, determination, collection or imposition of any Tax. “Tax Returns” means all returns, reports and claims for refunds (including elections, declarations, disclosures, schedules and information returns) required to be supplied to a Tax Authority relating to Taxes and, in each case, any amendments thereto.
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Required Third Party Consent is defined in Section 8.2(a).
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Required Third Party Consent means any license, permit, consent or approval necessary from any Person (other than a Governmental Authority or an Affiliate of a Party) for the Administrator to provide, or procure the provision of, or for the Recipient to receive, any
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Related to Required Third Party Consent

  • Third Party Consent means any permission, consent, license, agreement, authorization or “right to use” required, from a third party (whether under a Third Party Agreement or otherwise):

  • Third Party Consents shall have the meaning set forth in Section 8.3.

  • Required Consent has the meaning set forth in Section 4.4.

  • Required Consents shall have the meaning set forth in Section 4.5.

  • Third Party Contract means a contract between Metrolinx and any other Person which is in any way related to, impacts or is impacted by the Services and/or the Consultant’s acts or omissions, whether expressly identified to the Consultant or not.

  • Required Governmental Approvals means the Company Required Governmental Approvals and the Parent Required Governmental Approvals.

  • Third Party Contracts means any agreements entered into by the Retailer and/or the Customer with any third parties, such as the Transmission Licensee and the MSSL, to enable the Retailer to retail electricity to Contestable Consumers. For the purposes of this Electricity Agreement, Third Party Contracts shall include, but is not limited to, the Retailer Use of Systems Agreement, the Market Support Services Agreement, and the Power System Operator•Market Participant Agreement (as defined under the Market Rules);

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

  • Conditional approval means a time-limited status that results when an approved nursing education program has failed to maintain requirements as set forth in this chapter.

  • Required Permit means a Permit (a) issued or required under Laws applicable to the business of Borrower or any of its Subsidiaries or necessary in the manufacturing, importing, exporting, possession, ownership, warehousing, marketing, promoting, sale, labeling, furnishing, distribution or delivery of goods or services under Laws applicable to the business of Borrower or any of its Subsidiaries or any Drug Application (including without limitation, at any point in time, all licenses, approvals and permits issued by the FDA or any other applicable Governmental Authority necessary for the testing, manufacture, marketing or sale of any Product by any applicable Borrower(s) as such activities are being conducted by such Borrower with respect to such Product at such time), and (b) issued by any Person from which Borrower or any of their Subsidiaries have received an accreditation.

  • 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.

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

  • Qualified third party means 1 or more of the following:

  • Third Party Contractor as used in the Student Data Protection Act and “Operator” as used in COPPA. De-Identified Information (DII): De-Identification refers to the process by which the Contractor removes or obscures any Personally Identifiable Information (“PII”) from Education Records in a way that removes or minimizes the risk of disclosure of the identity of the individual and information about them.

  • Required Party has the meaning set forth in Section 4.03 of this Agreement.

  • Informed consent means a documented written agreement to allow a proposed action, treatment, or service after full disclosure provided in a manner the individual or his or her guardian understands, of the relevant facts necessary to make the decision. Relevant facts include the risks and benefits of the action, treatment, or service; the risks and benefits of the alternatives to the action, treatment, or service; and the right to refuse the action, treatment, or service. The individual or his or her guardian, as applicable, may revoke informed consent at any time.

  • 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.

  • Requisite Consents means all approvals, permissions and consents (whether statutory or otherwise) required from time to time from parties other than the Consultees in respect of the works or activities covered by a Proposal;

  • Third Party Content means all software, data, text, images, audio, video, photographs and other content and material, in any format, that are obtained or derived from third party sources outside of Oracle that You may access through, within, or in conjunction with Your use of, the Services. Examples of Third Party Content include data feeds from social network services, rss feeds from blog posts, Oracle data marketplaces and libraries, dictionaries, and marketing data. Third Party Content includes third-party sourced materials accessed or obtained by Your use of the Services or any Oracle-provided tools.

  • Company Consent mean, respectively, a written request, order or consent signed in the name of the Company by an Officer of the Company.

  • 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.

  • Third Party Agreement has the meaning provided in Section 5(a) hereof.

  • Required Permits shall have the meaning set forth in Section 6.24.

  • Third Party IPR means any Intellectual Property Rights not belonging to either party to this Agreement but used by the Supplier in the creation of the Deliverables and/or in the course of or in connection with the Project.

  • Authorized Third Party means an entity that:

  • Governmental Consent means any notice to, registration, declaration or filing with, exemption or review by, or authorization, order, consent or approval of, any Governmental Entity, or the expiration or termination of any statutory waiting periods;