Filings; Consents. Attached hereto as Exhibit C are copies of all UCC financing statements required to be made in each relevant jurisdiction. Such financing statements are all of the filings that are necessary to perfect a Security Interest in favor of the Collateral Agent (for the benefit of the Secured Parties) in respect of all Collateral in which the Security Interest may be perfected by the filing of a UCC-1.
Filings; Consents. (a) Upon the terms and conditions hereof each of the parties hereto shall, and shall cause its Subsidiaries to, use its reasonable best efforts to obtain as promptly as practicable all material Consents of any Governmental Entity or any other person required in connection with, and waivers of any material breaches or material violations of any material Contracts, permits, licenses or other material agreements that may be caused by, the consummation of the transactions contemplated by this Agreement, including, without limitation, by (i) filing, or causing to be filed, any Notification and Report Form and related material required under the HSR Act as soon as reasonably practicable after the date of this Agreement but, in any event, unless specifically agreed otherwise by the Company and Parent, no later than thirty (30) calendar days after the date of this Agreement, and by using its reasonable best efforts to be able to certify, and to certify, as soon as reasonably practicable, its substantial compliance with any such requests for additional information or documentary material that may be made under the HSR Act, unless Parent and the Company mutually determine that it is reasonable under the circumstances not to comply substantially with any requests for additional information and documentary material under the HSR Act, (ii) promptly making all other required filings or submissions to Governmental Entities, (iii) cooperating and consulting with one another in (A) determining whether any other filings are required, or are deemed advisable, to be made with, or Consents, permits, authorizations or approvals are required, or are deemed advisable, to be obtained from, any third party, the United States government or any other Governmental Entity in connection with the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby and (B) timely making all such filings and timely seeking all such Consents, permits, authorizations, approvals or waivers and (iv) generally, taking, or causing to be taken, all other actions necessary to avoid or eliminate each and every impediment under any antitrust, competition or trade regulation law that may be asserted by any Governmental Entity with respect to the Merger so as to enable the Closing to occur as soon as reasonably possible, and in any event no later than the Extended Termination Date (as defined in Section 7.01(b)) or, if applicable, the Final Termination Date (as defined...
Filings; Consents. All material registrations, filings, applications, notices, consents, approvals, orders, qualifications and waivers required to be made, filed, given or obtained with, to or from (i) any Governmental Authority and (ii) any third parties listed on Schedule 6.2, in connection with the consummation of the transactions contemplated by this Agreement shall have been made, filed, given or obtained.
Filings; Consents. (a) Each of the parties will use its commercially reasonable efforts to obtain as promptly as practicable all Consents of any Governmental Entity or, upon the Parent’s reasonable request, any other person, required in connection with, and waivers of any breaches or violations of any material contracts, permits, licenses, or other agreements that may be caused by, the consummation of the transactions contemplated by the Offer and this Agreement; provided, however, that the Company (i) need not use any effort to obtain the Consent of the Company’s lenders pursuant to the agreements set forth in the SEC Reports and (ii) need not expend funds to obtain Consents from persons other than Governmental Entities unless Parent has agreed to reimburse the Company therefor. For the avoidance of doubt, the parties hereto hereby agree that Parent may engage in discussions with any franchisors regarding any Consents or waivers that may be necessary or desirable to obtain from such franchisors in connection with the transactions contemplated by the Offer and this Agreement.
Filings; Consents. (i) Buyer and Seller will: (i) promptly make and effect all registrations, filings and submissions required to be made or effected by them under applicable laws with respect to this Agreement and the transactions contemplated under this Agreement; and (ii) use commercially reasonable efforts to cause to be taken on a timely basis, all other actions necessary or appropriate for the purpose of consummating and effectuating the transactions contemplated by this Agreement, including the obtaining of all necessary consents, approvals or waivers from third parties. Each party will reasonably cooperate in efforts to obtain such consents, waivers and approvals.
Filings; Consents. All registrations, filings, applications, notices, consents, approvals, orders, qualifications, waivers, estoppel certificates and non-disturbance agreements listed in Schedule 7.3 shall have been filed, made or obtained, as applicable.
Filings; Consents. All registrations, filings, applications, notices, consents, approvals, licenses, permits, orders, qualifications, waivers and other authorizations as listed on Schedule 10.6 shall have been filed, made or obtained by Seller to Buyer’s reasonable satisfaction. All Overseas Investment Approvals, as listed on Schedule 9.6, shall have been obtained by Parent or Buyer, as the case may be.
Filings; Consents. Each of the parties hereto shall, as promptly as practicable, (i) file or supply, or cause to be filed or supplied, all applications, notifications and information, including but not limited to filings pursuant to the HSR Act, required to be filed or supplied by or on behalf of it, him or her or any of its, his or her Affiliates pursuant to Applicable Law and (ii) use its, his or her commercially reasonable efforts to obtain, or cause to be obtained, all other Consents that may be required to be obtained or made by it, in each case in connection with this Agreement, the Transactions, the Registration Statement or the consummation of the other transactions contemplated hereby.
Filings; Consents. Provided that Seller may delay the submission of the COCR and all related materials, only until such time as the License is issued in place of the provisional Marijuana Retailer License MRN282049 for use at the Premises held by Seller as of the Agreement Date:
Filings; Consents. Each party hereto agrees to cooperate with each other in good faith and to use its reasonable best efforts in making all required governmental filings and obtaining at the earliest practicable date all necessary approvals and consents from governmental entities and third parties.
