No Approval Required. No approval of the Company’s Board shall be required to convert any of the Preferred Shares or exercise any of the Warrants; provided, however, any such conversion or exercise shall be made in compliance with the Beneficial Ownership Limitation and with applicable law including any regulatory notices or approvals.
No Approval Required. No authorization, approval, or other action by, and no notice to or filing with, any governmental authority or regulatory body is required either (i) for the pledge by Pledgor of the Pledged Collateral pursuant to this Agreement or for the execution, delivery or performance of the Agreement by Pledgor or (ii) for the exercise by the Secured Party of the rights provided for in this Agreement or the remedies in respect of the Pledged Collateral pursuant to this Agreement (except as may be required in connection with such disposition by laws affecting the offering and sale of securities generally).
No Approval Required. No Governmental License (as defined below) is required for the issue and sale of the Shares or the ADSs, for the deposit of the Shares being deposited with the Depositary against issuance of ADRs evidencing the ADSs to be delivered or the consummation by the Company of the transactions contemplated by this Agreement and the Deposit Agreement, except (A) the listing of the Securities on the Nasdaq Global Select Market (the “Nasdaq”) and the listing of the Shares on the AIM; (B) such Governmental Licenses as may be required under state securities or Blue Sky laws or any laws of jurisdictions outside the Cayman Islands, Hong Kong, the PRC and the United States in connection with the purchase and distribution of the Shares and ADSs by or for the account of the Underwriter; and (C) such as have been already obtained or as may be required under the 1933 Act, the 1933 Act Regulations, the rules, state securities laws or the rules of Financial Industry Regulatory Authority, Inc. (“FINRA”).
No Approval Required. No Governmental License is required for the issue and sale of the Shares or the ADSs, for the deposit of the Shares being deposited with the Depositary against issuance of ADRs evidencing the ADSs to be delivered or the consummation by the Company of the transactions contemplated by this Agreement and the Deposit Agreement, except (A) the registration under the 1933 Act of the Shares and the ADSs and listing of the ADSs on the NASDAQ Global Market (the “Nasdaq”), (B) such Governmental Licenses as have been duly obtained and are in full force and effect and copies of which have been furnished to the Representative, and (C) such Governmental Licenses as may be required under state securities or Blue Sky laws or any laws of jurisdictions outside the Cayman Islands, Hong Kong, the PRC and the United States in connection with the purchase and distribution of the Shares and ADSs by or for the respective accounts of the several Underwriters.
No Approval Required. None of the issuance and sale of the Securities by the Company, the execution, delivery or performance of this Agreement by the Company and the Bank nor the consummation by the Company and the Bank of the Transactions contemplated hereby: (i) requires any consent, approval, authorization or other order of or registration or filing with, any Governmental Authority, except as may be required for the registration of the Units (including the Securities and the underlying Conversion Shares) under the Securities Act, the listing of the Initial Shares and the Conversion Shares for trading on Nasdaq, the registration of the Preferred Stock under the Exchange Act and compliance with the securities or blue sky laws of various jurisdictions, all of which will be, or have been, effected in accordance with this Agreement, and except for the FINRA’s clearance of the underwriting terms of the offering contemplated hereby as required under the FINRA’s Rules of Fair Practice); (ii) conflicts with or will conflict with or constitutes or will constitute a breach of, or a default under, any of the Company’s or the Bank’s articles of incorporation, articles of association or bylaws, each as amended, or any Contract or any debt or equity instrument to which the Company or any of its subsidiaries is a party or by which any of their respective properties may be bound or subject; (iii) violates any Law applicable to the Company or any of its subsidiaries or any of their properties; or (iv) results in a breach of, or default or Debt Repayment Triggering Event (as defined below) or warrant adjustment under, or results in the creation or imposition of any Lien, upon any property or assets of the Company or any of its subsidiaries pursuant to, or requires the consent of any other party to, any Contract or existing instrument, debt or security (“Instrument”), except for such conflicts, breaches, defaults, Liens, charges or encumbrances that will not, individually or in the aggregate, result in a Material Adverse Effect. As used herein, a “Debt Repayment Triggering Event” means any event or condition that gives, or with the giving of notice or lapse of time would give, the holder of any note, debenture or other evidence of indebtedness (or any person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment, whether by acceleration or otherwise, of all or a portion of such indebtedness by the Company or any of its subsidiaries.
No Approval Required. No approval, consent, waiver or filing of or with any third party including, without limitation, any governmental bodies, agencies or instrumentalities, is required for the execution of this Assignment by the Seller or the consummation of the transactions contemplated hereby by the Seller. EXHIBIT 13-A
No Approval Required. No consent of the holders of any class or series of capital stock of Buyer is necessary to approve this Agreement and the transactions contemplated hereby.
No Approval Required. No redemption under this Section 3.8 shall be subject to any consent or approval of the Board or the Members, and the Company and the Senior Preferred Members shall take such further actions that are reasonably necessary to effectuate the redemption contemplated by this Section 3.8.
No Approval Required. Landlord and Tenant each represents and warrants to the other that it may enter into this Third Amendment of Lease without the consent or approval of any other party.
No Approval Required. Licensee may Transfer the Hotel (which for purposes of this Agreement includes a Hotel Management Agreement with an Affiliate pursuant to which such Affiliate shall assume, undertake and carry out all management and operational responsibilities with respect to the Hotel) to any Affiliate of Licensee or to an Affiliate of the Parent Corporation or Ultimate Parent, without Licensor's prior approval, provided that Licensee shall notify Licensor of any such Transfer within five (5) business days after the consummation thereof. Upon receipt of such notice, Licensor, Licensee and the Transferee shall enter into a written agreement whereby Licensee and Transferee agree to be jointly and severally liable for the performance of all applicable Provisions of this Agreement and agreeing that any subsequent Transfers by the Transferee will be subject to the terms of this Agreement.
