Common use of Denial of Regulatory Approval Clause in Contracts

Denial of Regulatory Approval. By either the Sellers’ Representative or the Purchasers’ Representative, by giving written notice of such termination to the other party if (i) (A) any Minimum Required Approval is denied by final, nonappealable action of the relevant Government Authority or (B) a Government Authority imposes a Burdensome Condition on the grant of any Minimum Required Approval and the imposition of such Burdensome Condition is final and nonappealable, or (ii) any Government Authority of competent jurisdiction has enacted, issued, promulgated, enforced or entered any Law or final, non-appealable Government Order that is in effect and prohibits or makes illegal the consummation of the transactions contemplated hereby; provided, however, that the right to effect a termination of this Agreement under this Section 9.1(c) (Termination of this Agreement) shall not be available to a party that is then in material breach of its representations, warranties, agreements or covenants hereunder;