Common use of Governmental Approval Clause in Contracts

Governmental Approval. Parent, Merger Sub and Company shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under the Securities Act, under state blue sky laws, and under HSR.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Speedfam Ipec Inc), Agreement and Plan of Reorganization (Novellus Systems Inc), Agreement and Plan of Merger and Reorganization (Novellus Systems Inc)

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Governmental Approval. Parent, Merger Sub and the Company shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with to consummate the Merger and the several transactions contemplated herebyMerger, including but not limited to such approvals, waivers and consents as may be required under HSR and including such approvals, waivers and consents as may be required by any gaming regulatory authority in order to preserve, protect and maintain in full force and effect all Company Authorizations through and including the Securities Act, under state blue sky laws, and under HSREffective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cash Systems Inc), Agreement and Plan of Merger (Global Cash Access Holdings, Inc.)

Governmental Approval. Parent, the Company and Merger Sub Subsidiary and Company their respective Subsidiaries shall have timely obtained from each Governmental Entity Authority all material approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several other transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under by the Securities Act, under state blue sky laws, and under HSRAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Therma Wave Inc), Agreement and Plan of Merger (Kla Tencor Corp)

Governmental Approval. Parent, Company and Merger Sub and Company --------------------- their respective Subsidiaries shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several other transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under the Home Owners Loan Act, the Securities Act, under the Exchange Act, any SRO constitution or rules or any state blue sky Blue Sky laws, and under HSR.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (E Trade Group Inc), Agreement and Plan of Merger and Reorganization (E Trade Group Inc)

Governmental Approval. Parent, Merger Sub and the Company shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under the Securities Act, under state blue sky laws, and under HSRLaws.

Appears in 2 contracts

Samples: Confidentiality and Intellectual Property Agreement (Implant Sciences Corp), Agreement and Plan of Merger and Reorganization (Biodelivery Sciences International Inc)

Governmental Approval. Parent, Merger Sub and Company shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with to consummate the Merger and the several transactions contemplated herebyMerger, including but not limited to such approvals, waivers and consents as may be required under the Securities Act, under state blue sky laws, and under HSR.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Plumtree Software Inc), Agreement and Plan of Merger (Bea Systems Inc)

Governmental Approval. Parent, Company and Merger Sub and Company shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several transactions contemplated hereby, including but not limited to including, without limitation, such approvals, waivers and consents as may be required under HSR, under the Securities Act, under state blue sky laws, Act and under HSRany state securities laws.

Appears in 1 contract

Samples: Escrow Agreement (Getthere Com)

Governmental Approval. ParentThe Company, Parent and Merger Sub and Company shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several transactions contemplated herebyhereby (each a "Requisite Regulatory Approval"), including but not limited to such approvals, waivers and consents as may be required under the Securities Act, Act and under state blue sky laws, and under HSR.

Appears in 1 contract

Samples: Registration Rights Agreement (Quiksilver Inc)

Governmental Approval. Parent, Merger Sub Parent and the Company and their respective Subsidiaries shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under the Securities Act, under state blue sky Blue Sky laws, and under HSRthe HSR Act.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Niku Corp)

Governmental Approval. ParentThe Company, Merger Sub Parent and Company MergerCo shall --------------------- have timely obtained from each Governmental Entity Body all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under the Securities Act, under state blue sky laws, Act and under HSRapplicable state securities laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Usa Talks Com Inc)

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Governmental Approval. Parent, the Company and Merger Sub and Company shall have timely obtained from each Governmental Entity Body all approvals, waivers and consents, if any, Consents necessary for consummation of or in connection with the Merger and the several transactions contemplated herebyother Contemplated Transactions, including but not limited to 62 such approvals, waivers and consents Consents as may be required under the Securities Act, Act and under state blue sky laws, and under HSRLaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Forgent Networks Inc)

Governmental Approval. Parent, Merger Sub and Company --------------------- shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under the Securities Act, under state blue sky laws, and under HSR.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Gasonics International Corp)

Governmental Approval. Parent, Company and Merger Sub and Company their respective Subsidiaries shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several other transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under the Securities Act, under state blue sky laws, and under HSR.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Palmsource Inc)

Governmental Approval. Parent, Company and Merger Sub and Company their respective Subsidiaries shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several other transactions contemplated hereby, including but not limited to such approvals, waivers and consents as may be required under the Home Owners Loan Act, the Securities Act, under the Exchange Act, any SRO constitution or rules or any state blue sky Blue Sky laws, and under HSR.

Appears in 1 contract

Samples: Stockholder Agreement (Telebanc Financial Corp)

Governmental Approval. Parent, the Company and Merger Sub and Company their respective Subsidiaries shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with the Merger and the several other transactions contemplated hereby, including but not limited to including, without limitation, such approvals, waivers and consents as may be required under the Securities Act, under state blue sky lawsthe Securities Exchange Act, the HSR Act, the NYSE, the NASD, the AMEX, and under HSRany state laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Schwab Charles Corp)

Governmental Approval. Parent, Merger Sub and the Company shall have timely obtained from each Governmental Entity all approvals, waivers and consents, if any, necessary for consummation of or in connection with to consummate the Merger and the several transactions contemplated herebyMerger, including but not limited to such approvals, waivers and consents as may be required under the Securities Act, under state blue sky laws, and under HSR.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sigmatel Inc)

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