Related to Request Approval
HSR Approval The applicable waiting period under the HSR Act shall have expired or been terminated.
New Project Approval Consultant and District recognize that Consultant’s Services may include working on various projects for District. Consultant shall obtain the approval of District prior to the commencement of a new project.
NASDAQ Approval The Company and the Purchaser agree that, until the Company either obtains shareholder approval of the issuance of the Securities, or an exemption from NASDAQ's corporate governance rules as they may apply to the Securities, and an opinion of counsel reasonably acceptable to the Purchaser that NASDAQ's corporate governance rules do not conflict with nor may result in a delisting of the Company's common stock from the NASDAQ National Market (the "APPROVAL") upon the conversion of the Notes or the exercise of the Warrant, the Purchaser may not receive, whether upon conversion of the Notes or upon exercise of the Warrant, more than the number of common shares that would increase the Purchaser's total holdings of the Company's common stock to greater than 19.9% of the shares of Company's common stock outstanding on the Closing Date. The Company covenants to attempt to obtain the Approval required pursuant to NASDAQ's corporate governance rules to allow conversion of all the Notes and interest thereon upon written request of the Purchaser (the "TRIGGER DATE"). The Company further covenants to file the preliminary proxy statement relating to the Approval with the Commission on or before thirty days after the Trigger Date ("PROXY FILING DATE"). The Company further covenants to take all steps necessary to require shareholders to vote on the Approval no later than ninety days after the Trigger Date ("APPROVAL DATE").
Requisite Stockholder Approval The affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote to adopt this Agreement (the “Requisite Stockholder Approval”) is the only vote of the holders of any class or series of Company Capital Stock that is necessary pursuant to applicable Law, the Charter or the Bylaws to consummate the Merger.
Budget Approval (i) The initial operating and capital budgets of the Company (each, an “Initial Budget”) are attached to this Agreement as Exhibit B, which budgets have been approved by the Manager and MCG. At least sixty (60) days prior to the commencement of each Fiscal Year of the Company (beginning for the Fiscal Year 2015), the Manager shall cause to be prepared and shall submit to MCG a budget in reasonable detail for such Fiscal Year. At the request of MCG, the Manager will meet with MCG, at a time and place reasonably agreed to by the parties, to discuss each proposed budget. At such meetings, the Manager shall provide to MCG back-up materials that MCG may reasonably request regarding each proposed budget. MCG shall consider such budget and shall, at least thirty (30) days prior to the commencement of the upcoming Fiscal Year, approve or reject such budget. If MCG rejects a budget, the Manager and MCG shall use diligent efforts to revise the proposed budget in form and substance satisfactory to both the Manager and MCG in their reasonable judgment. Each budget approved by MCG pursuant to this Section 9.1(f), including the Initial Budget, is hereafter called the
Application for approval 3.1. The application for approval of a vehicle type with regard to braking shall be submitted by the vehicle manufacturer or by his duly accredited representative.
Settlement Approval The approval of the Master Servicer need not be requested for disposition of insurance loss settlements and the Servicer may disburse the loss proceeds as provided herein.
FCC Approval Notwithstanding anything to the contrary contained in this Agreement or in the other Loan Documents, neither the Administrative Agent nor any Lender will take any action pursuant to this Agreement or any of the other Loan Documents, which would constitute or result in a change in control of the Borrower or any of its Subsidiaries requiring the prior approval of the FCC without first obtaining such prior approval of the FCC. After the occurrence of an Event of Default, the Borrower shall take or cause to be taken any action which the Administrative Agent may reasonably request in order to obtain from the FCC such approval as may be necessary to enable the Administrative Agent to exercise and enjoy the full rights and benefits granted to the Administrative Agent, for the benefit of the Lenders by this Agreement or any of the other Loan Documents, including, at the Borrower’s cost and expense, the use of the Borrower’s best efforts to assist in obtaining such approval for any action or transaction contemplated by this Agreement or any of the other Loan Documents for which such approval is required by Law.
Antitrust Approval (a) Each Party agrees to use commercially reasonable efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary to consummate and make effective the transactions contemplated by this Agreement, the Plan and the other Transaction Agreements, including (i) if applicable, filing, or causing to be filed, the Notification and Report Form pursuant to the HSR Act with respect to the transactions contemplated by this Agreement with the Antitrust Division of the United States Department of Justice and the United States Federal Trade Commission and any filings (or, if required by any Antitrust Authority, any drafts thereof) under any other Antitrust Laws that are necessary to consummate and make effective the transactions contemplated by this Agreement as soon as reasonably practicable (and with respect to any filings required pursuant to the HSR Act, no later than fifteen (15) Business Days following the date hereof) and (ii) promptly furnishing any documents or information reasonably requested by any Antitrust Authority.
Prior Approval The Engineer shall not assign, subcontract or transfer any portion of professional services related to the work under this contract without prior written approval from the State.