Regulatory Approval Condition definition
Examples of Regulatory Approval Condition in a sentence
The Offer is conditioned upon, among other things, the satisfaction of the Minimum Condition, the Regulatory Approval Condition, the Governmental Authority Condition, the Representations Condition, the Covenants Condition and the Material Adverse Effect Condition.
The Termination Fee payable pursuant to this Section 10.4(b) shall be paid no later than the ** following the date on which the Completion Regulatory Approval Condition has occurred.
The Bidder shall not have any obligation to, and shall not have any obligation to procure that any of its Affiliates, (i) take any action to procure the satisfaction of the Regulatory Approval Condition that is not conditioned on the settlement of the Offer or (ii) offer or accept any undertakings, restrictions or conditions in order to obtain any regulatory approval, if such undertakings, restrictions or conditions would permit the Offeror to terminate the Offer.
The Purchased Shares may not be exchanged, unless (a) the Regulatory Approval Condition is and remains satisfied at the time of the Exchange and (b) the Purchased Shares are exchanged in accordance with this Article VI.
Notwithstanding the foregoing or anything to the contrary set forth herein, from and after the date on which the RTO Condition and the Regulatory Approval Condition have been fulfilled, each Party will expressly have available the remedy of specific performance in the event that the other Party breaches any of the terms and provisions of this Agreement.
Topco and the Company shall have the right to review in advance and, to the extent practicable, and subject to any restrictions under Applicable Law, the Purchaser shall consult with Topco and the Company with respect to, any filing made with, or written materials submitted to, any Governmental Authority or any third party in connection with the Regulatory Approval Condition and the consummation of the Exchange and the Purchaser shall incorporate any comments of Topco and the Company thereon.
The Application Materials and the Affiliated Person Notification shall have been timely submitted to the DOH and the Regulatory Approval Condition shall have been satisfied.
For the avoidance of doubt, nothing contained herein shall require the Purchaser to complete all filings necessary to pursue the Regulatory Approval Condition before any specific date (including before the end of 2020), so long as the Purchaser is acting reasonably in pursuit thereof and otherwise in compliance with the provisions of this Agreement.
Topco has all requisite legal and corporate power and authority to execute and deliver this Agreement, carry out and perform its obligations under this Agreement and consummate the Transactions (assuming satisfaction of the Shareholder Approval Condition and the Regulatory Approval Condition).
Topco shall reasonably cooperate with the Purchaser as reasonably necessary to enable the Purchaser to satisfy the Regulatory Approval Condition.