Governmental and Regulatory Approval Clause Samples

The Governmental and Regulatory Approval clause requires that certain actions, transactions, or agreements are contingent upon receiving necessary permissions or clearances from relevant government agencies or regulatory bodies. In practice, this means that parties must obtain all required licenses, permits, or approvals before proceeding with the contract’s obligations, such as completing a merger, launching a product, or commencing operations. This clause ensures that the parties comply with applicable laws and regulations, thereby reducing legal risk and preventing the contract from being invalidated due to lack of proper authorization.
Governmental and Regulatory Approval. Neither the execution and delivery of the Subscription Agreements nor the offer, issuance or sale of the Fund Shares requires any consent, approval or authorization from, or filing, registration or qualification with, any Federal, state or local governmental or regulatory authority (including, without limitation, registration under the Securities Act) on the part of the Fund not heretofore obtained or made, except for: (i) compliance by the Fund with the filing requirements of any applicable state securities (“Blue Sky”) laws; and (ii) compliance by the Fund with the filing requirements under Regulation D under the Securities Act.
Governmental and Regulatory Approval. Neither the execution and delivery of the Agreement, nor the sale of the interests in the Partnership, requires any consent, approval or authorization from, or filing, registration or qualification with, any governmental or regulatory authority (including, without limitation, registration under the Securities Law), on the part of the Partnership or the General Partner, except for the registration of the Partnership in accordance with the Partnership Ordinance.
Governmental and Regulatory Approval. In the event that AltaRex requires for purposes of obtaining governmental or regulatory approval for Licensed Products for Anti-Idiotype Applications additional data or records of Biomira in the possession of Biomira beyond those included as part of the Data, Biomira shall use all reasonable efforts to make such required additional data and records available for such purposes on a timely basis. Similarly, AltaRex shall provide similar assistance to Biomira in connection with products developed by Biomira outside of Anti-Idiotype Applications and in relation to the licenses granted to Biomira under Section 2.5
Governmental and Regulatory Approval. Neither the execution and delivery of the Subscription Agreements, nor the offer or sale of the Interests, requires any consent, approval or authorization from, or filing, registration or qualification with, any federal, state or local governmental or regulatory authority (including, without limitation, registration under the Securities Act), on the part of the Partnership or the General Partner, except for (i) the filing of the Certificate of Limited Partnership as provided in the Partnership Agreement, (ii) the requisite organizational filings of the General Partner and (iii) compliance by the Partnership and the General Partner with the requirements of any applicable state securities ("Blue Sky") laws.
Governmental and Regulatory Approval. Neither the execution and delivery of the Subscription Agreement, nor the offer or sale of the Interests, requires any consent, approval or authorization from, or filing, registration or qualification with, any federal, state or local governmental or regulatory authority (including, without limitation, registration under the Securities Act), on the part of the Partnership or the General Partner, except for (i) the filing of the Certificate as provided in the Partnership Agreement, (ii) the requisite organizational filings of the General Partner and (iii) compliance by the Partnership and the General Partner with the requirements of any applicable state securities ("Blue Sky") laws (as to which the General Partner covenants to make or cause to be made the appropriate filings within the requisite time periods following the date hereof so as to secure applicable exemptions or otherwise comply with such Blue Sky laws).

Related to Governmental and Regulatory Approval

  • Governmental and Regulatory Approvals Other than the filing provided for under Section 1.3 and filings pursuant to the HSR Act (which are addressed in Section 6.1(c)), all consents, approvals and actions of, filings with and notices to any Governmental Entity required of AHP, Monsanto or any of their Subsidiaries to consummate the Merger, the Share Issuance and the other transactions contemplated hereby, the failure of which to be obtained or taken would reasonably be expected to have a Material Adverse Effect on Newco and its Subsidiaries (including the Surviving Corporation and its Subsidiaries), taken together after giving effect to the Merger, shall have been obtained; provided however, that the provisions of this Section 6.1(d) shall not be available to any party whose failure to fulfill its obligations pursuant to Section 5.4 shall have been the cause of, or shall have resulted in, the failure to obtain such consent or approval.

  • Governmental and Regulatory Consents All approvals, consents and authorizations of, filings and registrations with, and applications and notifications to all Governmental Authorities required for the consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by law shall have expired other than those the failure of which to have been obtained or made or to have expired would not reasonably be expected to have a detrimental impact on relations with Governmental Authorities; provided, however, that none of the preceding shall be deemed obtained or made if it shall be subject to any condition or restriction the effect of which, together with any other such conditions or restrictions, would be reasonably likely to have a Material Adverse Effect on the Surviving Corporation or Parent after the Effective Time.

  • Required Regulatory Approvals (a) The obligations of each Party under this Agreement are expressly contingent upon (i) each Party receiving all licenses, permits, permissions, certificates, approvals, authorizations, consents, franchises and releases from any local, state, or federal regulatory agency or other governmental agency or authority (which may include, without limitation and as applicable, the NYISO and the PSC) or any other third party that may be required for such Party in connection with the performance of such Party’s obligations under or in connection with this Agreement (the “Required Approvals”), (ii) each Required Approval being granted without the imposition of any modification or condition of the terms of this Agreement or the subject transactions, unless such modification(s) or condition(s) are agreed to by both Parties in their respective sole discretion, and (iii) all applicable appeal periods with respect to the Required Approvals having expired without any appeal having been made or, if such an appeal has been made, a full, final and non-appealable determination having been made regarding same by a court or other administrative body of competent jurisdiction, which determination disposes of or otherwise resolves such appeal (or appeals) to the satisfaction of both Parties in their respective sole discretion. (b) If any application or request is made in connection with seeking any Required Approval and is denied, or is granted in a form, or subject to conditions, that either Party rejects, in its sole discretion, as unacceptable, this Agreement shall terminate as of the date that a Party notifies the other Party of such denial or rejection, in which event the obligations of the Parties under this Agreement shall cease as of such date and this Agreement shall terminate, subject to NYSEG’s obligation to pay National Grid in accordance with the terms of this Agreement (including, without limitation, Section 10.3 above) for all Reimbursable Costs. All of National Grid’s actual costs in connection with seeking Required Approvals shall be included within the meaning of the term Reimbursable Costs and shall be paid for by NYSEG.

  • Governmental and Third Party Approvals The Credit Parties shall have received all material governmental, shareholder and third party consents and approvals necessary (or any other material consents as determined in the reasonable discretion of the Administrative Agent) in connection with the transactions contemplated by this Agreement and the other Loan Documents and the other transactions contemplated hereby and all applicable waiting periods shall have expired without any action being taken by any Person that could reasonably be expected to restrain, prevent or impose any material adverse conditions on any of the Credit Parties or such other transactions or that could seek or threaten any of the foregoing, and no law or regulation shall be applicable which in the reasonable judgment of the Administrative Agent could reasonably be expected to have such effect.

  • No Regulatory Approval By CenterState or Charter, if either of their respective boards of directors so determines by a vote of a majority of the members of its entire board, in the event any Regulatory Approval required for consummation of the transactions contemplated by this Agreement shall have been denied by final, non-appealable action by such Governmental Authority or an application therefor shall have been permanently withdrawn at the request of a Governmental Authority.