Common use of Governmental Authorization; Third Party Consents Clause in Contracts

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except as set forth on Schedule 3.3 of the Company Disclosure Letter, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon Warrant) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Appears in 4 contracts

Samples: Stock and Warrant Purchase Agreement (Evergreen Solar Inc), Stock and Warrant Purchase Agreement (Evergreen Solar Inc), Stock and Warrant Purchase Agreement (Chleboski Richard G)

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Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except as set forth on Schedule 3.3 of the Company Disclosure Letter, no No approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other individual, firm, corporation, partnership, trust, association, joint venture, limited liability company, or other entity of any kind (a β€œPerson”), and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon WarrantWarrants) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Appears in 2 contracts

Samples: Stock and Warrant Purchase Agreement (California Micro Devices Corp), Stock and Warrant Purchase Agreement (California Micro Devices Corp)

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as ------------------------------------------------ set forth on in Schedule 3.3 of the Company Disclosure Letter3.3, no approval, consent, compliance, exemption, ------------ authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon WarrantShares) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Prime Response Group Inc/De), Stock Purchase Agreement (Prime Response Inc/De)

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as set forth on Schedule 3.3 in Section 3.04 of the Company Disclosure LetterSchedule, no approval, consent, complianceexemption, exemptionregistration, authorization or other action by, or notice to, or filing (either prior to or after the Closing) with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of any Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon Warrant) by, or enforcement against, the Company of this Agreement and or any of the other Transaction Documents Documents, any instruments of transfer referred to herein or the consummation of the Merger or the other transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Altair Engineering Inc.)

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as ------------------------------------------------ set forth on Schedule 3.3 of the Company Disclosure Letterhereto, no approval, consent, compliance, exemption, ------------ authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon WarrantShares) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Bottomline Technologies Inc /De/)

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as set forth on in Schedule 3.3 and excluding application of the Company Disclosure Letterany state securities or blue sky laws, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon WarrantShares) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Billing Concepts Corp)

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Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as set forth on in Schedule 3.3 of the Company Disclosure Letter3.3, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other PersonPerson in respect of any Requirement of Law, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon Warrant) by, or enforcement against, against the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby herein and therebytherein.

Appears in 1 contract

Samples: 1 Preferred Stock and Warrant Purchase Agreement (Boots & Coots International Well Control Inc)

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except as set forth on Schedule Section 3.3 of the Company Disclosure LetterSchedule, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares Shares, the Warrants and the Beacon WarrantAdditional Warrants) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Satcon Technology Corp)

Governmental Authorization; Third Party Consents. Other than the Stockholder Approval or except Except as set forth on in Schedule 3.3 and assuming the accuracy of the Company Disclosure LetterPurchasers' representations and warranties in Section 4.3, no approval, consent, compliance, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person, and no lapse of a waiting period under a Requirement of Law, is necessary or required in connection with the execution, delivery or performance (including, without limitation, the sale, issuance and delivery of the Purchased Shares and the Beacon WarrantShares) by, or enforcement against, the Company of this Agreement and the other Transaction Documents or the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Arinco Computer Systems Inc)

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