Parent Required Approvals definition

Parent Required Approvals means all necessary actions or non-actions, waivers or Consents by, of, to or in respect of, NDRC, MOFCOM and/or SAFE or its designated banks to the extent required with respect to the overseas investment by the Sponsors, Parent, Merger Sub or their respective Affiliates in connection with the consummation of the transactions contemplated hereby and the other transactions contemplated by the Equity Commitment Letters, the Limited Guarantee and the Support Agreement.
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Parent Required Approvals shall have the meaning set forth in Section 6.3.
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Parent Required Approvals means all consents, approvals, waivers, authorizations, notices and filings from or with a Government Entity that are required to be listed on Schedule 4.3 of the Parent Disclosure Schedule.
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Examples of Parent Required Approvals in a sentence

  • Motion to approve by Trustee Fagan, Second by Trustee Groves: Roll call vote; Trustees Cloud, Tkach, Simmons, Fagan and Groves Aye.

  • All Stockholder Required Approvals and all Parent Required Approvals shall have been obtained.

  • As of the date hereof, there is no Legal Proceeding pending or, to the actual knowledge of Parent, threatened, nor, to the actual knowledge of Parent, is there any investigation pending, or outstanding Order against Parent or any of its Affiliates that would reasonably be likely, individually or in the aggregate, to materially impair or delay the ability of Parent to obtain the Parent Required Approvals or materially impair or delay the ability of the Parties to effect the Closing.

  • There is no Legal Proceeding pending or, to the actual knowledge of Parent (after due inquiry), threatened against Parent or any of its Affiliates that, individually or in the aggregate, would materially impair or delay the ability of Parent or Merger Sub to effect the Closing, obtain the Parent Required Approvals or materially affect the Companies, taken as a whole, whether before or after the Closing.

  • Section 9.1(d) of the Merger Agreement is hereby amended by (a) deleting the phrase "(i) if" and replacing it with the phrase "if (i)" and (b) deleting the phrase "this Agreement or the Merger" in clause (ii) thereof and replacing it with the phrase "the matters constituting the Parent Required Approvals".

  • Section 9.1(f) of the Merger Agreement is hereby amended by deleting the phrase "Parent's stockholders, or the issuance of stock in the Merger" and replacing it with the phrase "the matters constituting the Parent Required Approvals".

  • Without limiting the generality of the foregoing, each of Parent and Merger Sub shall use reasonable best efforts to cause the Sponsors to obtain the Parent Required Approvals.

  • All Company Required Approvals and all Parent Required Approvals shall have been obtained or made and shall be in full force and effect, and all waiting periods required under applicable Law with respect thereto shall have expired or been terminated, in each case without the imposition of a Burdensome Condition with respect to the party seeking to invoke the condition set forth in this Section 6.01(c).

  • Parent and Merger Sub have full corporate power and corporate authority to execute and deliver this Agreement and, subject to receipt of the Parent Required Approvals (as hereinafter defined), to consummate the transactions contemplated hereby.

  • Except for the Parent Required Approvals, neither Parent nor Merger Sub is subject to or obligated under any charter, by-law or contract provision or any governmental license, franchise or permit, or subject to any order or decree, which would be breached or violated by its executing or carrying out this Agreement or the Ancillary Agreements, except for any breaches or violations which would not, in the aggregate, have a Material Adverse Effect on Parent.


More Definitions of Parent Required Approvals

Parent Required Approvals means (i) the filing by Parent or its applicable Affiliate of Parent of an overseas investment registration with NDRC in respect of the Transactions, and the receipt by Parent or its applicable Affiliate of a written acknowledgement issued by NDRC that such registration has been completed; (ii) the filing by Parent or its applicable Affiliate of an outbound investment registration with Zhejiang Provincial Department of Commerce in respect of the Transactions, and the receipt by Parent or its applicable Affiliate of an Enterprise Overseas Investment Certificate issued by Zhejiang Provincial Department of Commerce reflecting such registration; and (iii) after completion of the procedures contemplated by subsections (i) and (ii) above, the registration by Parent with the competent local branch of the State Administration of Foreign Exchange in respect of the Transactions.
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Parent Required Approvals means the approvals of NDRC, MOFCOM and SAFE to the extent required with respect to the overseas investment by Parent in connection with the consummation of the transactions contemplated hereby, and for the avoidance of doubt, not including the PRC Antitrust Clearance.
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Related to Parent Required Approvals

  • Required Approvals shall have the meaning ascribed to such term in Section 3.1(e).

  • Required Approval has the meaning specified in Section 2.2(b).

  • Required Consents shall have the meaning set forth in Section 4.5.

  • Required Governmental Approvals With respect to each Facility, all licenses, permits, accreditations, authorizations and certifications from any Governmental Authority which are material to or required for (i) the operation of such Facility and any Capital Addition thereto for its Primary Intended Use in accordance with all applicable, material Legal Requirements, including, without limitation, material state facility licenses, certificates of need, permits, provider agreements and accreditations or certifications from Medicare and/or Medicaid, and (ii) for any other use conducted on the Leased Property of such Facility and any Capital Additions thereto as may be permitted from time to time hereunder in accordance with all applicable, material Legal Requirements.

  • Required Consent has the meaning set forth in Section 4.4.

  • Governmental Approvals means all authorizations, consents, approvals, licenses and exemptions of, registrations and filings with, and reports to, all Governmental Authorities.

  • Material Consents as defined in Section 7.3.

  • Governmental Filings means all filings, including franchise and similar tax filings, and the payment of all fees, assessments, interests and penalties associated with such filings with all Governmental Authorities.

  • Environmental Approvals means any permit, license, approval, ruling, variance, exemption or other authorization required under applicable Environmental Laws.

  • Governmental Consents has the meaning set forth in Section 3.5.

  • Customary Post-Closing Consents means the consents and approvals from Governmental Authorities for the assignment of the Assets to Buyer that are customarily obtained after the assignment of properties similar to the Assets.

  • HSR Approval means expiration of all applicable waiting periods under the HSR Act (including any voluntary agreed extensions) or earlier termination thereof.

  • Seller Consents has the meaning set forth in Section 3.03.

  • Parent Permits means franchises, grants, authorizations, licenses, permits, easements, variances, exceptions, consents, concessions, registrations, clearances, exemptions, certificates, approvals and orders of any Governmental Authority necessary for Parent and each of its Subsidiaries to own, lease and operate their respective properties and assets or to carry on their respective businesses as they are now being conducted.

  • Export Approvals has the meaning specified in Section 4.26(a).

  • Governmental Consent means any notice to, registration, declaration or filing with, exemption or review by, or authorization, order, consent or approval of, any Governmental Entity, or the expiration or termination of any statutory waiting periods;

  • Required Filings shall have the meaning specified in the Pledge and Security Agreement.

  • Project Approvals means all approvals, consents, waivers, orders, agreements, authorizations, permits and licenses required under Applicable Laws or under the terms of any restriction, covenant, easement or agreement affecting all or any applicable Phase of the Project, or otherwise necessary or desirable for the ownership, acquisition, construction, development, equipping, use or operation of the Project.

  • Environmental Authorization Any license, permit, order, approval, consent, notice, registration, filing or other form of permission or authorization required under any Environmental Law.

  • Consent Required Loan means a Loan that is capable of being assigned or novated with the consent of the Reference Entity or the guarantor, if any, of such Loan (or the consent of the relevant borrower if the Reference Entity is guaranteeing such Loan) or any agent;

  • Governmental Approval is any consent, authorization, approval, order, license, franchise, permit, certificate, accreditation, registration, filing or notice, of, issued by, from or to, or other act by or in respect of, any Governmental Authority.

  • Environmental Authorizations means all licenses, permits, orders, approvals, notices, registrations or other legal prerequisites for conducting the business of the Borrower or any Subsidiary required by any Environmental Requirement.

  • Environmental Approval means any consent, authorisation, licence or approval of any governmental or public body or authorities or courts applicable to any Relevant Ship or its operation or the carriage of cargo and/or passengers thereon and/or the provision of goods and/or services on or from any Relevant Ship required under any Environmental Law;

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Governmental Authorizations means, with respect to any Person, all licenses, permits, certificates, waivers, consents, franchises (including similar authorizations or permits), exemptions, variances, expirations and terminations of any waiting period requirements and other authorizations and approvals issued to such Person by or obtained by such Person from any Governmental Authority, or of which such Person has the benefit under any Applicable Law.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms: