Key Regulatory Approvals Clause Samples
The Key Regulatory Approvals clause defines the requirement for obtaining specific permissions or authorizations from relevant government or regulatory bodies before certain actions or transactions can proceed. In practice, this clause typically lists the particular approvals needed, such as antitrust clearance or industry-specific licenses, and may set deadlines or conditions for securing them. Its core function is to ensure that all necessary legal and regulatory hurdles are cleared, thereby reducing the risk of non-compliance and potential delays or invalidation of the agreement.
Key Regulatory Approvals. Each of the Key Regulatory Approvals has been made, given or obtained and is in force and has not been rescinded or modified.
Key Regulatory Approvals. Other than the Key Regulatory Approvals and filings with the Securities Authorities, the SEC, the Canadian Competition Approval, the TSX and Nasdaq, there are no approvals required from, or notices required to be given to, any Governmental Entity which would prevent or materially delay consummation by Pan American of the transactions contemplated by this Agreement and the Arrangement.
Key Regulatory Approvals. (1) The Parties shall use their respective best efforts and will cooperate fully with one another to obtain promptly all Key Regulatory Approvals. In furtherance of the foregoing, each Party agrees (i) to make any appropriate filing pursuant to the HSR Act and any other applicable Antitrust Laws with respect to the transactions contemplated by this Agreement within ten (10) Business Days after the date of this Agreement, unless the Parties mutually agree in writing to a later date, (ii) to respond as promptly as practicable to any request for additional information and documentary material from any Governmental Entity pursuant to any Antitrust Law, and (iii) to make such applications and submissions as may be required in order to obtain and maintain any other Key Regulatory Approvals as promptly as practicable after the date of this Agreement, and (iv) to take such actions as are set forth in section 4.4 of the Company Disclosure Letter. The Parties further agree to reasonably cooperate with one another to submit such filings contemporaneously. The Parties shall request that any filings for the Key Regulatory Approvals be processed by the applicable Governmental Entity on an expedited basis where possible and, to the extent that a public hearing is held, the Parties will request the earliest possible hearing date for the consideration of the Key Regulatory Approvals and provide reasonable cooperation to prepare for and participate in such hearing(s).
(2) Prior to submitting or making any substantive correspondence, filing or communication to any Governmental Entity or members of their respective staffs, regarding the Antitrust Laws or any efforts to secure any Key Regulatory Approvals, to the extent permitted by applicable Law, the Parties shall first provide the other Party with a copy of such correspondence, filing or communication in draft form and give such other Party a reasonable opportunity to discuss its content before it is submitted or filed with the relevant Governmental Entities, and shall consider and take account of all reasonable comments timely made by the other Party with respect thereto. To the extent permitted by applicable Law, each of the Parties shall ensure that the other Party is given the opportunity to attend any substantive meetings with or other appearances before any Governmental Entity relating to any Key Regulatory Approval.
(3) Each of the Purchaser and the Company shall pay 50% of all filing fees incurred in connection with...
Key Regulatory Approvals. Other than the Key Regulatory Approvals listed in Schedule D, the Canadian Competition Approval, any approvals required by the Interim Order or Final Order and any filings with the Securities Authorities, the SEC, the TSX and the NYSE, there are no approvals required from, or notices required to be given to, any Governmental Entity which would prevent or materially delay consummation by Tahoe of the transactions contemplated by this Agreement and the Arrangement.
Key Regulatory Approvals. (a) The Pacific Road Funds shall cause the Companies to use commercially reasonable efforts to prepare, file and diligently pursue until received the Key Regulatory Approvals required to be obtained by the Pacific Road Funds. The Pacific Road Funds shall keep UEC reasonably informed regarding the status of such approvals, and UEC, its representatives and counsel shall have the right to provide input into any applications for approval and related correspondence, which input will be considered by the Pacific Road Funds, acting reasonably. UEC covenants that it shall cooperate with the Pacific Road Funds with respect to such Key Regulatory Approvals.
(b) UEC shall use commercially reasonable efforts to prepare, file and diligently pursue until received the Key Regulatory Approvals required to be obtained by UEC and including, without limitation, the NRC Approval. UEC shall keep the Pacific Road Funds reasonably informed regarding the status of such approvals, and the Pacific Road Funds, its representatives and counsel shall have the right to provide input into any applications for approval and related correspondence, which input will be considered by UEC, acting reasonably. The Pacific Road Funds covenant that they shall cooperate with UEC with respect to such Key Regulatory Approvals.
Key Regulatory Approvals. Each of the Key Regulatory Approvals has been made, given or obtained on terms acceptable to the Company and the Parent and the Purchaser, each acting reasonably (and, in the case of the Parent and the Purchaser, subject to compliance with the standard for acceptable terms established under Section 4.4), and each such Key Regulatory Approval is in force and has not been modified.
Key Regulatory Approvals. All Key Regulatory Approvals in form and substance satisfactory to the Parties, acting reasonably, shall have been obtained or concluded and, in the case of waiting or suspensory periods shall have expired, been terminated or been waived.
Key Regulatory Approvals. (a) The Parties shall, as promptly as practicable, prepare and file all necessary documents, registrations, statements, petitions, filings and applications in respect of obtaining or satisfying the Key Regulatory Approvals and use their commercially reasonable efforts to obtain and maintain the Key Regulatory Approvals as promptly as practicable after the date of this Agreement but in any event by or prior to the Outside Date.
(b) Without limiting the generality of Section 5.10(a) and with respect to the transactions contemplated by this Agreement:
(i) Within ten Business Days after the date of this Agreement, (i) the Purchaser shall submit to the Commissioner, with the assistance and cooperation of the Company, a letter requesting an advance ruling certificate under Subsection 102(1) of the Competition Act and, in lieu thereof, a no-action letter, and (ii) both Parties shall submit to the Commissioner their respective notifications in accordance with Subsection 114(1) of the Competition Act;
(ii) In the event that the Commissioner issues a supplementary information request (“SIR”) to the Parties under Subsection 114(2) of the Competition Act, the Parties shall respond as soon as reasonably practicable, and in any event by no later than ninety (90) days after issuance of the SIRs or within such other date as the Parties may otherwise reasonably agree in writing; and
(iii) Within ten Business Days after the date of this Agreement, the Purchaser shall submit to the Minister an application for review under Part IV of the Investment Canada Act in connection with obtaining the Investment Canada Act Approval. Within five Business Days following the receipt of substantive feedback from the Minister on such application for review, the Purchaser shall submit to the Minister proposed written undertakings to Her Majesty in right of Canada and shall engage in good faith negotiations with the Minister and his representatives regarding those undertakings in order to obtain the Investment Canada Act Approval.
(c) The Parties shall cooperate with one another in connection with obtaining the Key Regulatory Approvals in respect of the transactions contemplated by this Agreement by:
(i) Providing the other Party with copies of all notices and information or other correspondence supplied to, filed with or received from any Governmental Entity and promptly notifying the other Party of any material communications from any Governmental Entity;
(ii) Keeping the other Party inform...
Key Regulatory Approvals. Other than the Key Regulatory Approvals listed in Schedule C, any approvals required by the Interim Order or Final Order and any filings with the Securities Authorities and the TSXV, there are no approvals required from, or notices required to be given to, any Governmental Entity which would prevent or materially delay consummation by E▇▇ of the transactions contemplated by this Agreement and the Arrangement.
Key Regulatory Approvals. (1) As soon as reasonably practicable after the date hereof, the Purchaser and the Company shall make all required notifications, registrations, filings, applications and submissions with Governmental Entities, shall promptly respond to any information requests by a Governmental Entity, and shall use their commercially reasonable efforts to obtain and maintain the Key Regulatory Approvals, so as to enable the Closing to occur as soon as reasonably practicable (and in any event no later than the Outside Date).
(2) With respect to obtaining the Key Regulatory Approvals and the other matters identified in this Section 4.4, each of the Purchaser and the Company shall, shall cause its respective Subsidiaries to, cooperate with one another and shall provide such assistance as any Party may reasonably request in connection with obtaining the Key Regulatory Approvals as soon as reasonably practicable from the date of this Agreement and in any event prior to the Outside Date. In particular:
(a) no Party shall extend or consent to any extension of any applicable waiting or review period or enter into any agreement with a Governmental Entity not to consummate the transactions contemplated by the Arrangement, except upon the prior written consent of the other Party (such consent not to be unreasonably withheld, conditioned or delayed);
(b) the Parties shall exchange drafts of all submissions, material correspondence, filings, notifications, presentations, applications, plans and undertakings to be made or submitted to or filed with any Governmental Entity in respect of obtaining the Key Regulatory Approvals, and to the extent not precluded by such Governmental Entity, give the other Party a reasonable opportunity to review and will consider in good faith any suggestions made by the other Party and its counsel and will provide the other Party and its counsel with final copies of all such submissions, material correspondence, filings, notifications, presentations, applications, plans and undertakings submitted to or filed with any Governmental Entity in respect of the transactions contemplated by the Arrangement, provided that
(i) submissions, material correspondence, filings, notifications, presentations, applications, plans and undertakings to or with any Governmental Entity may be redacted as necessary before sharing with the other Party to address reasonable solicitor-client or other privilege or competitively sensitive information, provided that the Party must prov...