Common use of Government Approval, Regulation, etc Clause in Contracts

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, is required for the due execution, delivery or performance by the Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of the Borrower nor any other Obligor, nor any of the Borrower's Subsidiaries is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, is required for the due execution, delivery or performance by the Borrower or any other Obligor of this Agreement, the Notes Agreement or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. All authorizations, approvals and other actions by, and all notices to and filings with, any governmental authority or regulatory body that are required pursuant to the Recapitalization Agreement in connection with the Transaction have been duly obtained or made and are in full force and effect, except those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of the Borrower nor or any other Obligor, nor any of the Borrower's Subsidiaries Obligor is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body Regulatory Authority or other PersonPerson (other than those that have been, or on the Closing Date will be, duly obtained or made and which are, or on the Closing Date will be, in full force and effect) is required for the consummation of the Refinancing and the due execution, delivery or performance by the Borrower of this Agreement or the Term Notes or by the Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse EffectRefinancing. None of Neither the Borrower nor any other Obligor, Obligor nor any of the Borrower's Subsidiaries is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, is required for the due execution, delivery or performance by the Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the Keebler Transaction or the Sunshine Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of Neither Holdings, the Borrower nor any other Obligor, nor any of the Borrower's Subsidiaries is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, Person is required to be made by any of the Borrowers or any other Loan Party for the due execution, delivery or performance by the any Borrower or any other Obligor Loan Party of this Agreement, the Notes or any other Loan Transaction Document to which it is a party, or for except (a) solely with respect to the Borrower's and each such other Obligor's participation in representation under the consummation Closing Date those filings set forth on Item 6.3 of the TransactionDisclosure Schedule which shall be made on the Closing Date and (b) those authorizations, except as have been duly obtained approvals, other actions, notices or made and are in full force and effect or those which filings the failure of which to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of the Borrower nor any other Obligor, Borrowers nor any of the Borrower's their respective Subsidiaries is are an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a 45 "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No Other than those authorizations, approvals or other actions by, and notices to or filings with, any governmental authority or regulatory body, if any, which have been or, in the case of the CP Program, will be duly obtained or made and are in full force and effect, no additional authorization or approval or other action by, and no additional notice to or filing with, any governmental authority or regulatory body or other Person, Person is required for the due execution, delivery or performance by the any Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or, except to the extent such failure to so obtain or make such authorizations, approvals or other actions could not reasonably be expected to have an adverse effect on the interests of the Lenders hereunder and under the other Loan Documents or a material adverse effect on the business, property, operations, assets, liabilities, condition (financial or otherwise) or prospects of the Parent and its Subsidiaries, taken as a whole, for the such Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of the No Borrower nor any other Obligor, nor any of the Borrower's its Subsidiaries is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, is required for the due execution, delivery or performance by the Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of the Borrower nor or any other Obligor, nor or any of the Borrower's Subsidiaries is an "investment company" within the meaning of the Investment Company Act of 1940, as 67 75 amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other PersonPerson (other than (i) those that have been, or on the Effective Date will be, duly obtained or made and which are, or on the Effective Date will be, in full force and effect, (ii) following the date of the initial Credit Extensions, routine filings with and notices to governmental authorities, regulatory bodies or other Persons and (iii) those the failure of which to be obtained could not reasonably be expected individually or in the aggregate to have a Material Adverse Effect) is required for the consummation of the Transaction and the due execution, delivery or performance by each Borrower of this Agreement or the Notes or by any Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or for the Borrower's and due execution, delivery and/or performance of the Merger Agreement, in each such other Obligor's participation in case by the parties thereto or the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of the Neither Borrower nor any other Obligor, nor any of the Borrower's Subsidiaries Subsidiary is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, is required for the due execution, delivery or performance by the Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of the Borrower nor or any other Obligor, nor or any of the Borrower's Subsidiaries is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority Governmental Authority or regulatory body or other PersonPerson (other than those that have been, or on the Closing Date will be, duly obtained or made and which are, or on the Closing Date will be, in full force and effect) is required for the due execution, delivery or performance by the Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, except for any of the foregoing, the failure of which to make or for the Borrower's and each obtain such other Obligor's participation authorization or approval (individually or in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make aggregate) could not reasonably be expected to have a Material Adverse Effect. None of Neither the Borrower nor any other Obligor, nor any of the Borrower's its Subsidiaries is an "“investment company" ” within the meaning of the Investment Company Act of 1940, as amended, or a "“holding company"”, or a "“subsidiary company" ” of a "“holding company"”, or an "“affiliate" ” of a "“holding company" ” or of a "“subsidiary company" ” of a "“holding company"”, within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, is required for the due execution, delivery or performance by the Borrower Company or any other Obligor of this Agreement, the Notes Agreement or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of All authorizations, approvals and other actions by, and all notices to and filings with, any governmental authority or regulatory body that are required 114 123 pursuant to the Borrower Merger Agreement in connection with the Transaction have been duly obtained or made and are in full force and effect, except those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. Neither the Company nor any other Obligor, Obligor nor any of the BorrowerCompany's Subsidiaries Subsidiaries, is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, is required for the due execution, delivery or performance by the Borrower or any 66 74 other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the TransactionTransactions, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of Neither New World Pasta LLC, the Borrower nor any other Obligor, nor any of the Borrower's Subsidiaries is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No consent, authorization or approval or other action by, and no notice to or filing with, any governmental authority Governmental Authority or regulatory body or other Person, Person is required for the due execution, delivery or performance by the Borrower or any other Obligor Loan Party of this Agreement, the Notes Agreement or any other Loan Document to which it is a partyDocument, or the borrowing of the Loans, the use of the proceeds thereof, nor for the Borrower's and each such other Obligor's participation in the consummation of the TransactionTransactions, except (a) such as have in all material respects been duly obtained or made (or waived) and are in full force and effect or those which and (b) such where the failure to obtain or make would not and could not reasonably be expected to have a Material Adverse Effect. None of the Borrower nor any other Obligor, nor No Loan Party or any of the Borrower's its respective Subsidiaries is an "“investment company" ” within the meaning of the Investment Company Act of 1940, as amended, or a "“holding company", ,” or a "“subsidiary company" ” of a "“holding company", ,” or an "“affiliate" ” of a "“holding company" ” or of a "“subsidiary company" ” of a "“holding company", ,” within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, Person is required for the due execution, delivery or performance by the Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, other than any such authorization, approval, action, notice or for the Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have filing that has been duly obtained or made and are in full force and effect or, with respect to the Pledged Power Projects, will be obtained or those which made within its required period of time or the failure to obtain or make could which would not reasonably be expected to have a Material Adverse Effect. None of Neither the Borrower nor any other Obligor, nor any of the Borrower's its Significant Subsidiaries is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.

Government Approval, Regulation, etc. No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or other Person, is required for the due execution, delivery or performance by the Borrower or any other Obligor of this Agreement, the Notes or any other Loan Document to which it is a party, or for the Borrower's and each such other Obligor's participation in the consummation of the Transaction, except as have been duly obtained or made and are in full force and effect or those which the failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. None of All authorizations, approvals and other actions by, and all notices to and filings with, any governmental authority or regulatory body that are required pursuant to the Borrower nor any other ObligorTransaction Agreement in connection with the Transaction have been duly obtained or made and are in full force and effect, nor any of except those which the Borrower's Subsidiaries failure to obtain or make could not reasonably be expected to have a Material Adverse Effect. No Obligor is an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company", within the meaning of the Public Utility Holding Company Act of 1935, as amended.