Common use of Consents and Governmental Approvals Clause in Contracts

Consents and Governmental Approvals. Assuming the truth and accuracy of the representations and warranties made by Sellers in Article IV, and except for (a)(i) any HSR Filing with the FTC or the Antitrust Division or (ii) any filing under any Foreign Antitrust Laws set forth on Schedule 5.9, in each case to the extent required, and (b) as would not be reasonably be expected to have, individually and in the aggregate, a Buyer Material Adverse Effect, no Consent from any Governmental Authority in connection with the execution and delivery of this Agreement or any Ancillary Agreements or the consummation or performance of the Transactions is required for Buyers to consummate the Transactions.

Consents and Governmental Approvals. Assuming the truth and accuracy of the representations and warranties made by Sellers Buyer Parent in Article IVV, and except for (a)(i) any HSR Filing with the FTC or the Antitrust Division or (ii) any filing under any other foreign antitrust, competition or similar Laws (“Foreign Antitrust Laws set forth on Schedule 5.9Laws”), in each case to the extent required, and (b) as would not be reasonably be expected to have, individually and in the aggregate, a Buyer Seller Material Adverse Effect, no Consent from any Governmental Authority in connection with the execution and delivery of this Agreement or any Ancillary Agreements or the consummation or performance of the Transactions is required for Buyers Sellers to consummate the Transactions.