Approvals; Filings. All Consents, if any, necessary to permit the consummation of the Subject Transactions shall have been received. All filings (other than those, if any, which may be required to be filed, given, obtained or taken solely by Stockholder) shall have been duly filed, given, obtained or taken on or prior to the Closing Date and will be in full force and effect on the Closing Date.
Approvals; Filings. All Consents necessary to permit the consummation of the Subject Transactions shall have been received. All filings (other than those, if any, which may be required to be filed, given, obtained or taken solely by Purchaser) shall have been duly filed, given, obtained or taken on or prior to the Closing Date and will be in full force and effect on the Closing Date. Each of the Owners (or the Sellers' Representative on their behalf), the Companies, Doctor and Lynn xxxll have delivered to Purchaser a certificate, dated the Closing Date, to such effect.
Approvals; Filings. All consents, if any, necessary to permit the consummation of the transactions contemplated hereby shall have been received. All filings (other than those, if any, which may be required to be filed, given, obtained or taken solely by Seller) shall have been duly filed, given, obtained or taken on or prior to the Closing Date and will be in full force and effect on the Closing Date.
Approvals; Filings. Each Party shall obtain all required approvals, permits, and licenses and/or to effect all required registrations or filings in connection with the Licensed Compound and/or any Licensed Product as related to its obligations under this Agreement, and the Other Party shall provide prompt and reasonable assistance.
Approvals; Filings. A certificate of a Responsible Officer of the Borrower (i) attaching any authorizations by and/or filings with any and all Governmental Authorities or other Persons (including owners of property leased or otherwise occupied by the Loan Parties) whose authority and/or whose notification is necessary in order for the Loan Parties to enter into this Agreement and the other Loan Documents and (ii) stating that any authorizations obtained pursuant to clause (i) of this subsection and/or any filings undertaken pursuant to such clause are in full force and effect and that all applicable waiting periods have expired without any action being taken or threatened which would restrain, prevent or otherwise impose adverse conditions on any of the Loan Parties; provided that any authorizations obtained pursuant to clause (i) of this subsection and/or any filings undertaken in pursuant to such clause shall be in form and substance satisfactory to the Administrative Agent and the Documentation Agent;
Approvals; Filings. All authorizations, consents and approvals of Governmental Bodies and Seller's and HMP's lenders, investors and/or shareholders as specified in Section 5.3 necessary to permit the consummation of the transactions contemplated hereby shall have been received. All filings and notices (other than those, if any, which may be required to be filed, given, obtained or taken solely by Purchaser) shall have been duly filed, given, obtained or taken on or prior to the Closing Date and will be in full force and effect on the Closing Date.
Approvals; Filings. To the knowledge of Sellers, except as set forth in Section 3.4 of the Disclosure Schedule, no consent, approval or action of, filing with or notice to any Governmental or Regulatory Authority or any 18 11/19/03 STEAMBOAT II & III SALE AND PURCHASE AGREEMENT other Person on the part of Sellers or SDC is required in connection with the execution, delivery and performance of this Agreement or the consummation of the transactions contemplated hereby.
Approvals; Filings. No authorization, consent or approval of, or action ------------------ by, and no notice to or filing with any shareholder, government body or any other Person, which has not already been obtained, is required to authorize, or is required in connection with the execution, delivery and performance of this Financing Agreement, the Security Agreements, or the other Loan Instruments.
Approvals; Filings. As promptly as practicable after the execution of this Agreement, each Party shall use its reasonable best efforts to obtain, and to cooperate with the other Parties in obtaining, all authorizations, consents, orders and approvals of any Governmental Entity or other Person that may be or become necessary in connection with the consummation of the transactions contemplated by this Agreement, and to take all reasonable actions to avoid the entry of any order or decree by any Governmental Entity prohibiting the consummation of the transactions contemplated hereby. However, the foregoing notwithstanding, this Agreement shall not require Acquiror, Target or any of their Affiliates to dispose of or make any change in any portion of its business or to incur any other burden to obtain the authorization, consent or approval of any Governmental Entity.
Approvals; Filings. No authorization, approval or consent of, or filing with, any court, governmental body, regulatory agency, self-regulatory organization, or stock exchange or market or the stockholders of the Company is required to be obtained or made by the Company for (i) the execution, delivery and performance by the Company of the Agreement; (ii) the issuance and sale of the Shares as contemplated herein, and (iii) the performance by the Company of its other obligations under the Agreement, other than (a) as may be required under applicable State Acts or “blue sky” laws, and (b) filing of one or more Forms D with respect to the Shares as required under Regulation D.
