Common use of Governmental Consent Clause in Contracts

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of the Transaction Agreements or the consummation of any other transaction contemplated by the Transaction Agreements, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods therefor.

Governmental Consent. No consent, approval or authorization of of, or designation, declaration declaration, notification or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Shares and, if applicable, the Conversion Shares, or the consummation of any other transaction contemplated by the Transaction Agreementsthis Agreement, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods therefor.

Governmental Consent. No consent, approval approval, authorization, order, registration or authorization qualification of or designation, declaration or filing with any such court or governmental authority on agency or body is required for the part issue and sale of the Company is required in connection with the valid execution and delivery of the Transaction Agreements Notes or the consummation by the Company of any other transaction the transactions contemplated by the Transaction Agreementsthis Indenture, except (i) the filing of such notices consents, approvals, authorizations, registrations or qualifications as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within or Blue Sky laws in connection with the applicable periods thereforpurchase and distribution of the Notes pursuant to the Underwriting Agreement.

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of the Transaction Agreements this Agreement, or the consummation offer, sale or issuance of any other transaction contemplated by the Transaction AgreementsNotes, except qualification or registration (i) the filing of or taking such notices action as may be required under necessary to secure an exemption from qualification or registration requirements, if available) of the Securities Act offer and sale of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required Notes under applicable federal and state securities lawsregulations, which filings and qualifications or registrations, if required, will be accomplished in a timely filed within the applicable periods thereformanner.

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated by the Transaction Agreementsthis Agreement, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods therefor.

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company Buyer is required in connection with the valid execution and delivery of this Agreement and the Transaction Agreements issuance of the shares of Buyer Common Stock pursuant to Section 1.1 of the Agreement, or the consummation of any other transaction contemplated by the Transaction Agreementsthis Agreement, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods therefor.

Governmental Consent. No consent, approval or authorization of of, or designation, declaration or filing with with, any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement and the Transaction Agreements Investor Rights Agreement or the offer, sale or issuance of the Securities, or the consummation of any other transaction contemplated by the Transaction Agreementshereby or thereby, except (i) filings as have been made prior to the filing Closings, except that any notices of such notices as may sale required to be required under filed with the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required Exchange Commission under applicable state securities laws, which will be timely filed within the applicable periods therefor.Regulation

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Notes, the Note Conversion Shares and the Shares, or the consummation of any other transaction contemplated by this Agreement or any of the other Transaction AgreementsDocuments, except except: (ia) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) ; and (iib) such filings as may be required under applicable state securities laws, which have been made or will be made in a timely filed within the applicable periods thereformanner.

Governmental Consent. No consent, approval or authorization of or registration, qualification, designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution execution, delivery and delivery performance of this Agreement, the offer, sale or issuance of the Transaction Agreements Shares and the Warrants (and the issuance of the Common Stock issuable upon exercise of the Warrants), or the consummation of any other transaction contemplated by the Transaction Agreements, hereby except (i) the filing of such notices as for filings that may be required under the Securities Act of 1933, as amended (the “Securities Act”) to comply with applicable federal and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods therefor.

Governmental Consent. No consent, approval approval, order or authorization of of, or registration, qualification, designation, declaration or filing with with, any federal, state or local governmental authority on the part of the Company is required in connection with the valid execution and delivery consummation of the Transaction Agreements or the consummation of any other transaction transactions contemplated by this Agreement and the Transaction Agreementsoffer, sale or issuance of the Series A Preferred, except (i) the filing of such notices as may be required for filings pursuant to Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable similar state securities lawslaw filings, which filings will be timely filed effected within the applicable periods period therefor.

Governmental Consent. Etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated by the Transaction Agreementshereby, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under by applicable state securities laws, which will be timely filed within the applicable periods therefor.

Governmental Consent. No consent, approval or authorization of or -------------------- designation, declaration or filing with any governmental authority on the part of the Company is required in connection with with: (a) the valid execution and delivery of the Transaction Agreements this Agreement or the consummation of any other transaction contemplated by the Transaction Agreements, except Rights Agreement; or (ib) the filing offer, sale or issuance of such notices as may be required under the Securities Act Series B Shares, the issuance of 1933the shares of Common Stock issuable upon conversion of the Series B Shares or (c) the obtaining of the consents, as amended (the “Securities Act”permits and waivers specified in subsection 5.1(b) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods thereforhereof.

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated by the Transaction Agreementshereby, except (i) the filing with the SEC of such notices as may be required under a registration statement on Form S-3 for the Securities Act purpose of 1933, as amended (registering the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within Common Stock underlying the applicable periods thereforShares.

Governmental Consent. No Other than filings required by any applicable state securities laws which shall be made by the Company, neither the nature of the Company or of any of its businesses or properties, nor any relationship between the Company and any other person or entity, nor any circumstance in connection with this Agreement is such as to require the consent, approval or authorization of of, or designationfiling, declaration registration or filing with qualification with, any governmental authority on the part of the Company is required in connection with as a condition to the valid execution and delivery of the Transaction Agreements or the consummation of any other transaction contemplated by the Transaction Agreements, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods thereforthis Agreement.

Governmental Consent. No Other than the filing of the -------------------- Certificate of Designation and certain notice filings with the Commission, no consent, approval or authorization of or registration, qualification, designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Securities hereunder, or the consummation of any other transaction contemplated by the Transaction Agreements, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods thereforhereby.

Governmental Consent. No consent, approval or authorization of -------------------- or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with with: (a) the valid execution and delivery of the Transaction Agreements this Agreement or the consummation of any other transaction contemplated by the Transaction Agreements, except Rights Agreement; or (ib) the filing offer, sale or issuance of such notices as may be required under the Securities Act Series A Shares, the issuance of 1933the shares of Common Stock issuable upon conversion of the Series A Preferred Stock or (c) the obtaining of the consents, as amended (the “Securities Act”permits and waivers specified in subsection 5.1(b) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods thereforhereof.

Governmental Consent. No Except for such as may be required under any federal or state securities laws, statutes, rules or regulations (as to which no representation or warranty is made), no consent, approval approval, order or authorization of of, or registration, qualification, designation, declaration or filing with with, any governmental authority on by the part of the Company Purchaser is required in connection with the valid execution and delivery of this Agreement, its purchase of the Transaction Agreements Shares under this Agreement, or the consummation issuance to the Purchaser of any other transaction contemplated by the Transaction Agreements, except (i) common stock of the filing Company on the conversion of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods thereforShares.

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority is required on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated by the Transaction Agreements, except the qualification (i) the filing of or taking such notices action as may be required under necessary to secure an exemption from qualification, if available) of the Securities Act offer and sale of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required Shares under applicable federal and state securities laws, which qualifications (or actions) will be timely filed sought within the applicable periods therefor.

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Shares and the Warrant Shares, or the consummation of any other transaction contemplated by the Transaction Agreementsthis Agreement, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods therefor.

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of the Transaction Agreements Agreement, or the consummation of any other transaction contemplated by the Transaction Agreementshereby, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such for any post-closing filings as may be required under applicable federal or state securities laws, which will be timely filed within the applicable periods therefortherefor and except for the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Common Stock.

Governmental Consent. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the Transaction Agreements offer, sale or issuance of the Securities hereunder, or the consummation of any other transaction contemplated by the Transaction Agreements, except (i) the filing of such notices as may be required under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable state securities laws, which will be timely filed within the applicable periods thereforhereby.

Governmental Consent. No consent, approval approval, order or -------------------- authorization of of, or registration, qualification, designation, declaration or filing with with, any federal, state or local governmental authority on the part of the Company is required in connection with the valid execution and delivery consummation of the Transaction Agreements or the consummation of any other transaction transactions contemplated by this Agreement and the Transaction Agreementsoffer, sale or issuance of the Series A Preferred, except (i) the filing of such notices as may be required for filings pursuant to Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) and (ii) such filings as may be required under applicable similar state securities lawslaw filings, which filings will be timely filed effected within the applicable periods thereforperiod therefore.