Consents and Assignments. Seller (and, to the extent applicable, Stockholder) shall have made all filings with and notifications of governmental authorities, regulatory agencies and other entities required to be made by Seller (and, to the extent applicable, Stockholder) in connection with the execution and delivery of this Agreement, the performance of the transactions contemplated hereby and the continued operation of the business of Seller by Buyer subsequent to the Closing; and Seller and Buyer shall have received all authorizations, waivers, consents and permits, in form and substance reasonably satisfactory to Buyer, from all third parties, including, without limitation, applicable governmental authorities, regulatory agencies, lessors, lenders and contract parties, required to permit the continuation of the business of Seller and the consummation of the transactions contemplated by this Agreement, and in connection with the transfer of Subject Assets or Seller's contracts, permits, leases, licenses and franchises, to avoid a breach, default, termination, acceleration or modification of any indenture, loan or credit agreement or any other agreement, contract, instrument, mortgage, lien, lease, permit, authorization, order, writ, judgment, injunction, decree, determination or arbitration award as a result of, or in connection with, the execution and performance of this Agreement.
Consents and Assignments. Epitope and Agritope shall use reasonable efforts to obtain, either before or after the Distribution Date, any consent, approval or amendment required to novate and/or assign to an Agritope Unit or to Epitope, as appropriate, all agreements, leases, licenses and other rights of any nature whatsoever relating solely to that party's business.
Consents and Assignments. SELLER shall have delivered to XXXXXX all requested consents and assignments of all persons and entities necessary for the performance of the transactions contemplated by this Agreement, including the transfer of all assets and the assignment of leases, and SELLER shall have obtained the consents of: any lender to SELLER, or, in the alternative, the release of all liens held by such lender, with respect to the sale and transfer of the assets; and any other consents of third parties reasonably deemed necessary or appropriate by XXXXXX.
Consents and Assignments. Xxxxxx shall have delivered to Xxxxxx all consents and assignments of all persons and entities necessary for the performance of the transactions contemplated by this Agreement, including the transfer of all assets and the assignment of leases, and Xxxxxx shall have obtained the consents of: any lender to Xxxxxx, or, in the alternative, the release of all liens held by such lender, with respect to the sale and transfer of the assets; and any other consents of third parties deemed necessary or appropriate by Xxxxxx.
Consents and Assignments. The Artist hereby confirms that:
Consents and Assignments. (a) Prior to and after the Closing, Parent and Seller shall cooperate and use their respective commercially reasonable efforts (but without the requirement of any payment of money or the provision of any other consideration by Seller) to obtain, as soon as practicable, all requisite consents to transfers and assignments, as the case may be, of all of the Transferred Assets (the “Consents”).
Consents and Assignments. Seller shall have taken all action necessary and appropriate, and obtained all necessary consents, waivers and approvals required under any leases or other agreements to consummate the sale of good and marketable title to all the Purchased Assets free of all claims, liens or encumbrance of any type, pursuant to this Agreement in writing on terms acceptable to Purchaser in its sole discretion. Seller shall have taken all action necessary and appropriate to assign to Purchaser all noncompetition/nonsolicitation agreements executed by its employees and subcontractors.
Consents and Assignments. Seller Parties shall have obtained, in writing, all consents and assignments necessary or desirable to consummate or facilitate consummation of this Agreement and any related transactions. The consents and assignments shall be delivered to FFNM before the Closing Date and shall be reasonably acceptable to FFNM in form and substance. FFNM agrees that it shall be solely responsible for, and shall pay, the fee for changing the ownership on the Applied System Contract.
Consents and Assignments. Big Tex shall have delivered to Xxxxxx all consents and assignments of all persons and entities necessary for the performance of the transactions contemplated by this Agreement, including the transfer of all assets and the assignment of leases, and Big Tex shall have obtained the consents of: any lender to Big Tex, or, in the alternative, the release of all liens held by such lender, with respect to the sale and transfer of the assets; and any other consents of third parties deemed necessary or appropriate by Xxxxxx.
Consents and Assignments. GDM shall have delivered to Xxxxxx all consents and assignments of all persons and entities necessary for the performance of the transactions contemplated by this Agreement, including the transfer of all assets and the assignment of leases, and GDM shall have obtained the consents of: any lender to GDM, or, in the alternative, the release of all liens held by such lender, with respect to the sale and transfer of the assets; and any other consents of third parties deemed necessary or appropriate by Xxxxxx.
