Common use of Governmental Authorization; Third Party Consents Clause in Contracts

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except as set forth on Schedule 3.3 of the Company Disclosure Letter, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon Warrant) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Governmental Authorization; Third Party Consents. Other than Except for the Stockholder Stockholders Approval and those that have been obtained or except as set forth on Schedule 3.3 of the Company Disclosure Lettermade, no material approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement requirement of Lawlaw, is necessary or required to be obtained or made by the Company in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon WarrantPreferred Shares) by, or enforcement enforceability against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as set forth on in Schedule 3.3 and excluding application of the Company Disclosure Letterany state securities or blue sky laws, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon WarrantShares) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as set forth on Schedule 3.3 in Section 3.04 of the Company Disclosure LetterSchedule, no approval, consent, complianceexemption, exemptionregistration, authorization or other action by, or notice to, or filing (either prior to or after the Closing) with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of any Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon Warrant) by, or enforcement against, the Company of this Agreement and or any of the other Transaction Documents Documents, any instruments of transfer referred to herein or the consummation of the Merger or the other transactions contemplated hereby and thereby.

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except as set forth on Schedule Section 3.3 of the Company Disclosure LetterSchedule, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares Shares, the Warrants and the Beacon WarrantAdditional Warrants) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as set forth on in Schedule 3.3 of the Company Disclosure Letter3.3, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other PersonPerson in respect of any Requirement of Law, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon Warrant) by, or enforcement against, against the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby herein and therebytherein.

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as set forth on in Schedule 3.3 and assuming the accuracy of the Company Disclosure LetterPurchasers' representations and warranties in Section 4.3, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon WarrantShares) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.