Common use of Authorization of Governmental Authorities Clause in Contracts

Authorization of Governmental Authorities. Except as disclosed on Schedule 5.3, no action by (including any authorization, consent or approval), or in respect of, or filing with, any Governmental Authority is required for, or in connection with, the valid and lawful (a) authorization, execution, delivery and performance by the Buyer of this Agreement and each Ancillary Agreement to which it is (or will be) a party, or (b) the consummation of the Contemplated Transactions by the Buyer, except any filing with any Governmental Authority which if not obtained would not have Material Adverse Effect on the Buyer or adversely affect the ability of the Buyer to consummate the Contemplated Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Durata Therapeutics, Inc.), Stock Purchase Agreement (Durata Therapeutics, Inc.)

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Authorization of Governmental Authorities. Except as disclosed on Schedule 5.3, no No action by (including any authorization, consent or approval), or in respect of, or filing with, any Governmental Authority is required for, or in connection with, the valid and lawful (a) authorization, execution, delivery and performance by the Buyer of this Agreement and each Ancillary Agreement to which it is (or will be) a party, party or (b) the consummation of the Contemplated Transactions by the Buyer, except any such action or filing with any Governmental Authority which if not obtained or made would not have a Material Adverse Effect on the Buyer or adversely affect the ability of the Buyer to consummate the Contemplated Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Conatus Pharmaceuticals Inc), Stock Purchase Agreement (Conatus Pharmaceuticals Inc)

Authorization of Governmental Authorities. Except as disclosed on Schedule 5.3, no No action by (including any authorization, consent or approval), or in respect of, or filing with, any Governmental Authority is required for, or in connection with, the valid and lawful (a) authorization, execution, delivery and performance by the Buyer Seller of this Agreement and each Ancillary Agreement to which it is (or will be) a party, party or (b) the consummation of the Contemplated Transactions by the BuyerSeller, except any such action or filing with any Governmental Authority which if not obtained or made would not have a Material Adverse Effect on the Buyer Seller or adversely affect the ability of the Buyer Seller to consummate the Contemplated Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Conatus Pharmaceuticals Inc), Stock Purchase Agreement (Conatus Pharmaceuticals Inc)

Authorization of Governmental Authorities. Except as disclosed on Schedule 5.34.3, no action by (including any authorization, authorization consent or approval), or in respect of, or filing with, any Governmental Authority is required for, or in connection with, the valid and lawful (a) authorization, execution, delivery and performance by the Buyer Seller of this Agreement and each Ancillary Agreement to which it is (or will be) a party, or (b) the consummation of the Contemplated Transactions by the BuyerSeller, except any such action or filing with any Governmental Authority which if not obtained or made would not have Material Adverse Effect on the Buyer Seller or adversely affect the ability of the Buyer Seller to consummate the Contemplated Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Durata Therapeutics, Inc.), Stock Purchase Agreement (Durata Therapeutics, Inc.)

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Authorization of Governmental Authorities. Except as disclosed on Schedule 5.3, no No action by (including any authorization, consent or approval), or in respect of, or filing with, any Governmental Authority is required for, or in connection with, the valid and lawful (a) authorization, execution, delivery and performance by the Buyer such Seller of this Agreement and each Ancillary Agreement to which it is (or will be) a party, party or (b) the consummation of the Contemplated Transactions by the Buyersuch Seller, except any filing with any Governmental Authority which if not obtained would not have a Material Adverse Effect on the Buyer or adversely affect the ability of the Buyer such Seller to consummate the Contemplated Transactions.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sapient Corp)

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