Governmental Approvals; Consents. (a) To the extent that the Transfer or the Assumption requires any Governmental Approvals, the Parties shall use reasonable best efforts to obtain any such Governmental Approvals. If and to the extent that the Transfer or the Assumption would be a violation of applicable laws or require any Governmental Approval in connection with the Separation or the Distribution, then, unless ParentCo shall otherwise determine, the Transfer to or Assumption by SpinCo of such SpinCo Assets or SpinCo Liabilities, as the case may be, shall be automatically deemed deferred and any such purported Transfer or the Assumption shall be null and void until such time as all legal impediments are removed and/or each of such Governmental Approval has been obtained.
Appears in 5 contracts
Samples: Separation and Distribution Agreement (China Index Holdings LTD), Separation and Distribution Agreement (Theravance Biopharma, Inc.), Separation and Distribution Agreement (China Index Holdings LTD)
Governmental Approvals; Consents. (a) To the extent that the Transfer or the Assumption requires any Governmental Approvals, the Parties shall use reasonable best efforts to obtain any such Governmental Approvals. If and to the extent that the Transfer or the Assumption would be a violation of applicable laws or require any Governmental Approval in connection with the Separation or the Distribution, then, unless ParentCo PDL shall otherwise determine, the Transfer to or Assumption by SpinCo Facet of such SpinCo Facet Assets or SpinCo Facet Liabilities, as the case may be, shall be automatically deemed deferred and any such purported Transfer or the Assumption shall be null and void until such time as all legal impediments are removed and/or each of such Governmental Approval has been obtained.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Facet Biotech Corp), Separation and Distribution Agreement (Facet Biotech Corp), Separation and Distribution Agreement (PDL Biopharma, Inc.)
Governmental Approvals; Consents. (a) To the extent that the Transfer or the Assumption requires any Governmental Approvals, the Parties shall use reasonable best efforts to obtain any such Governmental Approvals. If and to the extent that the Transfer or the Assumption would be a violation of applicable laws or require any Governmental Approval in connection with the Separation or the Distribution, then, unless ParentCo Parent shall otherwise determine, the Transfer to or Assumption by SpinCo CBN of such SpinCo Cbanc Assets or SpinCo Cbanc Liabilities, as the case may be, shall be automatically deemed deferred and any such purported Transfer or the Assumption shall be null and void until such time as all legal impediments are removed and/or each of such Governmental Approval has been obtained.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Q2 Holdings, Inc.), Separation and Distribution Agreement (Q2 Holdings, Inc.)
