Common use of Seller Consents and Approvals Clause in Contracts

Seller Consents and Approvals. Other than as set forth in Schedule 5.5, the execution, delivery and performance of this Agreement and the documents contemplated hereby by Seller do not require any consent or approval of any Governmental Authority or any Person, except (i) for consents or approvals, the failure of which to obtain, will not have a Material Adverse Effect individually or in the aggregate, (ii) for the notification requirements of the HSR Act, (iii) where the failure to obtain such consent, approval, authorization or action, or to make such filing or notification, would not be material to the Business as a whole, and (iv) as may be necessary as a result of facts or circumstances relating solely to Purchaser.

Seller Consents and Approvals. Other than as set forth in Schedule 5.5, the execution, delivery and performance of this Agreement and the documents contemplated hereby by Seller do not require any consent or approval of any Governmental Authority or any Person, except for (i) for consents or approvals, the failure of which to obtain, will not have a Material Adverse Effect individually or in the aggregateEffect, (ii) for the notification requirements of the HSR Act, Act and (iii) where the failure to obtain such consent, approval, authorization or action, or to make such filing or notification, would not be material to prevent or materially delay the Business as a whole, and (iv) as may be necessary as a result consummation by Seller of facts or circumstances relating solely to Purchaserthe transactions contemplated by this Agreement.