Authorizations and Licenses. (a) Section 21(a) of the Company Disclosure Letter lists and describes all Authorizations that are required by Law in connection with the operation of the business of the Company or any of its Subsidiaries as presently or previously conducted, since January 1, 2008, or in connection with the ownership, operation or use of the assets of the Company or any of its Subsidiaries. (b) The Company or its Subsidiaries, as applicable, lawfully hold, own or use, and have complied with, all such Authorizations. Each Authorization is valid and in full force and effect in accordance with its terms, and is renewable by its terms or in the Ordinary Course of business without the need for the Company to comply with any special rules or procedures, agree to any materially different terms or conditions or pay any amounts other than routine filing fees. (c) No action, investigation or proceeding is pending in respect of or regarding any such Authorization and none of the Company, its Subsidiaries or to the knowledge of the Company any of their respective officers or directors has received notice, whether written or oral, of revocation, non-renewal or material amendments of any such Authorization, or of the intention of any Person to revoke, refuse to renew or materially amend any such Authorization. (d) Neither the Company, any of its Subsidiaries, or any of their respective officers or directors, owns or has any proprietary, financial or other interests (direct or indirect) in any such Authorization.
Appears in 2 contracts
Samples: Arrangement Agreement, Arrangement Agreement (Hillman Companies Inc)
Authorizations and Licenses. (a) Section 21(a) The Company and each of the Company Disclosure Letter lists and describes its Subsidiaries own, possess or have obtained all Authorizations that are required by Law in connection with the operation of the business of the Company or any of and its Subsidiaries as presently or previously conducted, since January 1, 2008, or in connection with the ownership, operation or use of the assets of the Company or any of and its Subsidiaries.
(b) The Company or its Subsidiaries, as applicable, lawfully hold, own or use, and have complied with, all such Authorizations. Each Authorization is valid and in full force and effect in accordance with its termseffect, and is renewable by its terms or in the Ordinary Course of business without the need for the Company or its Subsidiaries to comply with any special rules or procedures, agree to any materially different terms or conditions or pay any amounts other than routine filing fees.
(c) No action, investigation or proceeding is pending in respect of or regarding any such Authorization and none of the Company, Company or any of its Subsidiaries or or, to the knowledge of the Company Company, any of their respective officers or directors has received notice, whether written or oral, of revocation, non-renewal or material amendments of any such Authorization, or of the intention of any Person to revoke, refuse to renew or materially amend any such Authorization.
(d) Neither the Company, any of its Subsidiaries, or to the knowledge of the Company any of their respective officers or directors, owns or has any proprietary, financial or other interests (direct or indirect) in any such Authorization.
Appears in 2 contracts
Samples: Arrangement Agreement (Westwater Resources, Inc.), Arrangement Agreement (Westwater Resources, Inc.)
Authorizations and Licenses. (ai) Section 21(a3.1(l) of the Company Disclosure Letter lists and describes all Authorizations material authorizations that are required by Law in connection with the operation of the business of the Company or any of and its Subsidiaries as presently or previously conducted, since January 1or in connection with the ownership, 2008operation or use of the assets of the Company or any of its Subsidiaries. Other than as disclosed in Section 3.1(l) of the Disclosure Letter, to the knowledge of the Company, it is in possession of all authorizations that are required by Law in connection with the operation of the business of the Company and its Subsidiaries as presently or previously conducted, or in connection with the ownership, operation or use of the assets of the Company or any of its Subsidiaries.
(bii) The Company or its Subsidiaries, as applicable, lawfully hold, own or use, and have complied with, all such Authorizationsauthorizations. Each Authorization authorization is valid and in full force and effect in accordance with its terms, and is renewable by its terms or in the Ordinary Course of business ordinary course without the need for the Company to comply with any special rules or procedures, agree to any materially different terms or conditions or pay any amounts other than routine filing fees.
(ciii) No action, investigation or proceeding is pending in respect of or regarding any such Authorization authorization and none of the Company, its Subsidiaries or to the knowledge of the Company any of their respective officers or directors has received notice, whether written or oral, of revocation, non-renewal or material amendments of any such Authorizationauthorization, or of the intention of any Person to revoke, refuse to renew or materially amend any such Authorizationauthorization.
(div) Neither the Company, any of its Subsidiaries, or to the knowledge of the Company any of their respective officers or directors, owns or has any proprietary, financial or other interests (direct or indirect) in any such Authorizationauthorization.
Appears in 1 contract
Samples: Support Agreement
Authorizations and Licenses. (a) Section 21(a) The Company and each of the Company Disclosure Letter lists and describes its Subsidiaries own, possess or have obtained all Authorizations that are required by Law in connection with the operation of the business of the Company or any of and its Subsidiaries as presently or previously conducted, since January 1, 2008, or in connection with the ownership, operation or use of the assets of the Company or any of and its Subsidiaries.
(b) The Company or its Subsidiaries, as applicable, lawfully hold, own or use, and have complied with, all such Authorizations. Each Authorization is valid and in full force and effect in accordance with its termseffect, and is renewable by its terms or in the Ordinary Course of business without the need for the Company or its Subsidiaries to comply with any special rules or procedures, agree to any materially different terms or conditions or pay any amounts other than routine filing fees.
(c) No action, investigation or proceeding is pending in respect of or regarding any such Authorization and none of the Company, Company or any of its Subsidiaries or or, to the knowledge of the Company Company, any of their respective officers or directors has received notice, whether written or oral, of revocation, non-renewal or material amendments of any such Authorization, or of the intention of any Person to revoke, refuse to renew or materially amend any such Authorization.
(d) Neither the Company, any of its Subsidiaries, or any of their respective officers or directors, owns or has any proprietary, financial or other interests (direct or indirect) in any such Authorization.
Appears in 1 contract
Authorizations and Licenses. (a) Section 21(a) 18 of the Company Disclosure Letter lists and describes all Authorizations that are required by Law in connection with the operation of the business of the Company or any of its Subsidiaries as presently or previously conducted, since January 1, 2008, or in connection with the ownership, operation or use of the assets of the Company or any of its Subsidiaries.
(b) The Company or its Subsidiaries, as applicable, lawfully hold, own or use, and have complied with, all such Authorizations. Each Authorization is issued with the correct scope with regard to the applicable regulated activity, is valid and in full force and effect in accordance with its terms, and is renewable by its terms or in the Ordinary Course of business without the need for the Company to comply with any special rules or procedures, agree to any materially different terms or conditions or pay any amounts other than routine filing fees.
(c) No action, investigation or proceeding is to the knowledge of the Company pending in respect of or regarding any such Authorization and none of the Company, its Subsidiaries or or, to the knowledge of the Company Company, any of their respective officers or directors has received notice, whether written or oral, of revocation, non-renewal or material amendments of any such Authorization, or of the intention of any Person to revoke, refuse to renew or materially amend any such Authorization.
(d) Neither the Company, any of its Subsidiaries, or or, to the knowledge of the Company, any of their respective officers or directors, owns or has any proprietary, financial or other interests (direct or indirect) in any such Authorization.
(e) Except as disclosed in Section 18(e) of the Company Disclosure Letter, the Shelter Companies have obtained and complied with all applicable Authorizations required, and all obligations derived therefrom, in connection with the Shelter Agreement.
Appears in 1 contract
Samples: Arrangement Agreement
Authorizations and Licenses. (a) Section 21(a) The Company and each of the Company Disclosure Letter lists and describes its Subsidiaries own, possess or have obtained all Authorizations that are required by Law in connection with the operation of the business of the Company or any and each of its Subsidiaries as presently or previously conducted, since January 1, 2008, or in connection with the ownership, operation or use of the assets Assets.
(b) Section 3.1(27)(b) of the Company Disclosure Letter lists each Material Authorization held by the Company or any of its SubsidiariesSubsidiaries and identifies any such Authorization which has a “change in control” clause.
(bc) The Company or any of its Subsidiaries, as applicable, lawfully hold, own or use, and have complied with, all such Authorizations. Each Authorization is valid and in full force and effect in accordance with its termseffect, and is renewable by its terms or in the Ordinary Course of business without the need for the Company or any of its Subsidiaries to comply with any special rules or procedures, agree to any materially Materially different terms or conditions or pay any amounts other than routine filing fees.
(cd) No action, investigation or proceeding is pending in respect of or regarding any such Authorization and none of the Company, Company or any of its Subsidiaries or or, to the knowledge of the Company Company, any of their respective officers or directors has received notice, whether written or oral, of revocation, non-renewal or material Material amendments of any such Authorization, or of the intention of any Person to revoke, refuse to renew or materially Materially amend any such Authorization.
(de) Neither No Person other than the Company, Company or any of its Subsidiaries, or any of their respective officers or directors, Subsidiaries owns or has any proprietary, financial or other interests interest (direct or indirect) in any such AuthorizationAuthorizations which the Company or any of its Subsidiaries own, possess or use in the operation of the Company or any of its Subsidiaries as now or previously conducted.
Appears in 1 contract
Samples: Arrangement Agreement (Daseke, Inc.)