FAILURE TO OBTAIN CONSENT. 11.1 In the event that the consent cannot be obtained for any reason not attributable to the default, neglect and/or omission on the part of the Purchaser and/or the Purchaser’s Agent and/or the Purchaser’s solicitors. The Contract of Sale shall with the written consent of MBSB, be deemed rescinded.
FAILURE TO OBTAIN CONSENT. The Franchisee fails, refuses or neglects to obtain the Franchisor's prior written approval or consent as required by this Agreement;
FAILURE TO OBTAIN CONSENT. 11.1 In the event that the consent cannot be obtained for any reason not attributable to the default, neglect and/or omission on the part of the Purchaser and/or the Purchaser’s Agent and/or the Purchaser’s solicitors. The Contract of Sale shall with the written consent of ABB, be deemed rescinded.
FAILURE TO OBTAIN CONSENT. Any assignment of any interest in this Agreement made without fulfilling the foregoing requirements of this Article 15 will be null and void and will, after notice and passage without cure of the applicable period for cure, constitute an Event of Default under Article 9.
FAILURE TO OBTAIN CONSENT. If, with respect to any Leased Property, at any time a Lease Consent is formally and unconditionally refused in writing, ESS Technology and Vialta shall commence good faith negotiations and use commercially reasonable efforts to resolve the impasse with the Landlord. Such reasonable efforts shall include:
FAILURE TO OBTAIN CONSENT. If Tenant's causing, permitting or suffering to be done any act (i) required by this Lease to have the prior written consent of Landlord, unless such consent is so obtained; or (ii) prohibited by this Lease; or
FAILURE TO OBTAIN CONSENT. Notwithstanding anything to the contrary contained in this Agreement or any other Transaction Agreement, to the extent that the transfer to Buyer of any Assumed Contract or Permit that is an Acquired Asset requires any Governmental Authority or third-party authorizations, approvals, consents or waivers, and the Closing occurs without such authorization, approval, consent or waiver having been obtained, then neither this Agreement nor any other Transaction Agreement shall constitute a transfer of such Assumed Contract or Permit, or an attempt thereof. In the event that the Closing occurs without the transfer of such Assumed Contract or Permit, then, following the Closing, the Parties shall use their reasonable best efforts, and cooperate with each other, to obtain promptly such authorizations, approvals, consents or waivers; provided, however, that, except as otherwise expressly provided herein or as otherwise expressly set forth in any Assumed Contract, the Concentra Entities, on the one hand, and Coventry and Buyer, on the other, shall not be required to pay any consideration for any such authorization, approval, consent or waiver. Pending such authorization, approval, consent or waiver, the Parties shall cooperate with each other in any mutually agreeable, reasonable and lawful arrangements (to the extent any such arrangements are feasible) designed to provide to Buyer the benefits of such Assumed Contract or Permit, that Buyer would have obtained had such Assumed Contract or Permit been transferred to Buyer at the Closing. To the extent that Buyer is provided the benefits pursuant to this Section 7.7 of any such Assumed Contract or Permit, Buyer shall perform, for the benefit of Concentra and its Subsidiaries, the obligations of Concentra and its Subsidiaries thereunder and shall be responsible for any related Liabilities that, but for the lack of an authorization, approval, consent or waiver in connection with the assignment of such Assumed Contract or Permit to Buyer, would have become Assumed Liabilities of Buyer by virtue of Section 2.4. Once authorization, approval, consent or waiver for the transfer of any such Assumed Contract or Permit not transferred at the Closing is obtained, Concentra shall transfer (or cause an Affiliate to transfer) any such Assumed Contract or Permit to Buyer and Buyer shall assume obligations under such Assumed Contracts in accordance with Section 2.4. To the extent that any such Assumed Contract or Permit cannot be tran...
FAILURE TO OBTAIN CONSENT. In the event all Required Consents have not been obtained at least one (1) business day prior to the Outside Closing Date (as the same may be extended in accordance with the terms of Paragraph 18 hereof), this Agreement shall be terminated (in which case the provisions of Paragraph 9(c) of this Agreement shall govern).
FAILURE TO OBTAIN CONSENT. If for any reason, Moneyline using all reasonable commercial endeavors, is unable to obtain the Requisite Consent, Reuters’ or the applicable member of the Reuters Group’s right to occupation to the applicable Equipment Location shall cease immediately and Moneyline shall have no obligation to provide to Reuters or a member of the Reuters Group any alternative Equipment Location.
FAILURE TO OBTAIN CONSENT. Notwithstanding anything to the contrary contained in this Agreement or any Closing Agreement, to the extent that the transfer to Buyers of any Assigned Contract, Transferred Intellectual Property or Transferred License requires the authorization, approval, consent or waiver of, any Governmental Authority or any other Person, and Buyers, acting in their reasonable discretion, agree to waive the requirement that such Assigned Contract, Transferred Intellectual Property or Transferred License be conveyed as a condition to Closing and the Closing occurs without such authorization, approval, consent or waiver having been obtained, then neither this Agreement nor the transactions contemplated by any Closing Agreement shall constitute a transfer of such Assigned Contract, Transferred Intellectual Property or Transferred License, or an attempt thereof. In the event that Closing occurs without the transfer of such Assigned Contract, Transferred Intellectual Property or Transferred License, then, following Closing, each Party shall use its Commercially Reasonable Efforts, and shall cooperate with the other Party, to obtain promptly such authorizations, approvals, consents or waivers; provided, that neither Seller nor Buyers shall be required to pay any consideration for any such authorization, approval, consent or waiver (other than any applicable filing fees) or to agree to any conditions or requirements which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on it.
