Requisite Consents Sample Clauses
The Requisite Consents clause defines the requirement for obtaining all necessary approvals, permissions, or authorizations from relevant parties before certain actions can be taken under an agreement. In practice, this may involve securing consent from shareholders, regulatory bodies, or third parties before proceeding with transactions such as mergers, asset sales, or contract assignments. This clause ensures that all legal and contractual prerequisites are met, thereby reducing the risk of unauthorized actions and potential disputes.
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Requisite Consents. The Consents required to be obtained from or made with any third Person (other than a Governmental Authority) in order to consummate the transactions contemplated by this Agreement that are set forth in Schedule 7.1(e) shall have each been obtained or made.
Requisite Consents. Crow shall have received all Requisite ------------------ Consents for the transaction provided herein. Each of the conditions contained in this Section are intended for the benefit of Crow and may be waived in whole or in part, by Crow, but only by an instrument in writing signed by Crow.
Requisite Consents. Crow shall, in good faith, use commercially ------------------- reasonable and diligent efforts to obtain the Requisite Consents at or prior to Closing.
Requisite Consents. The Consents required to be obtained by the Company from or made with any third Person in order to consummate the transactions contemplated by this Agreement, as set forth in Schedule 6.3(h) of the Company Disclosure Schedule , shall have each been obtained or made.
Requisite Consents. The undersigned Company stockholders executing this Waiver, Consent, and Amendment hold the requisite number of Preferred Stock required to amend the Rights Agreement, waive the Anti-Dilution Adjustment, waive the Right of First Refusal, and provide the requisite consent pursuant to the Applicable Protective Provision.
Requisite Consents. Notwithstanding Sections 1 and 2 hereof, as to any Conveyed Asset which cannot be effectively or validly sold, transferred, assigned or conveyed without the consent of a third party, which consent has not been obtained, this Assignment shall be of no force or effect until such requisite consent is obtained, whereupon this Assignment shall become of full force and effect with respect thereto. With respect to those Conveyed Assets that are not conveyed hereunder because of the failure to obtain the consent of a third party, Buyers agrees to reimburse and fully indemnify the Company for the aggregate net costs incurred by the Company with respect to its retention of title to or control over those Conveyed Assets not immediately conveyed to Buyers as of the date hereof. *** Confidential Treatment Requested 1. Exhibit 10.65(a) 4. Quitclaim Transfer to Buyers. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO ITS RIGHTS, TITLE AND INTEREST IN, TO AND UNDER THE CONVEYED ASSETS OTHER THAN THE REPRESENTATION THAT IT HAS TAKEN NO ACTION TO DIMINISH, RESTRICT OR BURDEN THE COMPANY’S RIGHTS, TITLE AND INTEREST IN THE CONVEYED ASSETS SINCE THE CLOSING OF THE STOCK PURCHASE. THE COMPANY EXPRESSLY MAKES NO WARRANTIES OR REPRESENTATIONS AS TO THE ASSIGNABILITY OR TRANSFERABILITY OF ITS RIGHTS, TITLE AND INTEREST IN, TO AND UNDER THE CONVEYED ASSETS OR ANY OF THEM. SCHEDULE 2, ATTACHED HERETO, IS A LIST OF CONVEYED ASSETS PREPARED PRIOR TO THE STOCK PURCHASE CLOSING FOR INFORMATIONAL PURPOSES. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES TO THE BUYERS AS TO THE ACCURACY OR COMPLETENESS OF SCHEDULE 2. 5.
Requisite Consents. SECTION 5.8 Right...................................................... SECTION 1.2(a) Rights Offering............................................ SECTION 1.2(b) SEC........................................................ SECTION 1.2 (f) Securities Act............................................. SECTION 3.4(b) Series A Preferred Stock................................... SECTION 1.1(a) Special Committee..........................................
Requisite Consents. In order for the Proposed Amendments to be adopted, a majority of the holders of the Notes must consent thereto.
Requisite Consents. Subject to waiver pursuant to Section 7.14(b), the Requisite Consents shall have been obtained.
Requisite Consents. 7.14(a) Schedule 14D-1.................................................. 7.15(c) Schedule 14D-9.................................................. 7.15(d) SEC............................................................. 3.6(a) Securities Act.................................................. 3.5(b) Senior Notes.................................................... 7.14(a) Series A Preferred Stock........................................ 2.1(b) Series B Preferred Stock........................................ 2.1(b) Series C Preferred Stock........................................ 2.1(b) Solicitation Termination Date................................... 7.14(b) Stockholders' Meeting........................................... 7.3(b) Subsidiary...................................................... 3.1(b) Surviving Corporation........................................... 1.1 Tax, Taxable and Taxes.......................................... 3.10