Authorizations, Compliance with Laws. The execution, delivery and performance by the Borrower of this Agreement, the Note, any Leasehold Mortgage, the Security Agreement and all other documents required to be executed and delivered by the Borrower pursuant to this Agreement have been duly authorized by all necessary corporate action and do not and will not (i) violate (A) any provision of any law, rule, regulation, order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to the Borrower or (B) any provision of the charter or by-laws of the Borrower; or (ii) result in a breach of or constitute a default under any agreement or instrument to which the Borrower is a party or by which its properties may be affected; or (iii) result in the creation of a lien, charge or encumbrance of any nature upon the Borrower's properties or assets other than as contemplated by this Agreement.
Authorizations, Compliance with Laws. Caroderm holds all authorizations, permits, licenses, variances, exemptions, orders and approvals required by Governmental Entities for the lawful conduct of its business taken as a whole, to own or hold under lease the properties and assets it owns or holds under lease and to perform all of its obligations under the agreements to which it is a party (the "Permits"), except for such authorizations, permits, licenses, variances, exemptions, orders and approvals which the failure to hold, taken together, would not have a Material Adverse Effect. Caroderm is in compliance with the terms of the Permits except where the failure to be in such compliance will not, taken together, have a Material Adverse Effect. Caroderm is and has been in compliance with all federal, state, local and foreign laws, rules, regulations, ordinances, decrees and orders applicable to the operation of its business, to its employees, or to its property, except where the failure to comply would, individually or in the aggregate, not have a Material Adverse Effect. Caroderm has not received any written notification of any asserted present or past unremedied material failure by Caroderm to comply with any of such laws, rules, ordinances, decrees or orders.
Authorizations, Compliance with Laws partnership or agreement of limited partnership of Borrower or the Articles of Incorporation or By-laws of the Partners; or (ii) result in a breach of or constitute a default under any agreement or instrument to which Borrower, the Stockholders or the Partners is a party or by which their properties may be affected; or (iii) result in the creation of a lien, charge or encumbrance of any nature upon Borrower's properties or assets other than as contemplated by this Agreement.
Authorizations, Compliance with Laws. Parent holds all authorizations, permits, licenses, variances, exemptions, orders and approvals required by Governmental Entities for the lawful conduct of its business taken as a whole, to own or hold under lease the properties and assets it owns or holds under lease and to perform all of its obligations under the agreements to which it is a party (the “Parent Permits”), except for such authorizations, permits, licenses, variances, exemptions, orders and approvals which the failure to hold, taken together, would not have a Material Adverse Effect. Parent is in compliance with the terms of Parent Permits except where the failure to be in such compliance will not, taken together, have a Material Adverse Effect. To Parent’s Knowledge, except as set forth in Section 3.10 of the Parent Disclosure Schedule, as of the date of this Agreement, no investigation or reviews by any Governmental Entity with respect to Parent is pending nor has any Governmental Entity notified Parent of an intention to conduct the same nor do any facts exist which may give rise to such an investigation or review.
Authorizations, Compliance with Laws. The execution, delivery and performance by the Borrower and the Subsidiary of this Agreement, the Note, any Mortgage or Leasehold Mortgage, the Borrower Pledge Agreement, the Security Agreements, the Option Agreement and all other documents required to be executed and delivered by the Borrower and the Subsidiary pursuant to this Agreement have been duly authorized by all necessary corporate action and do not and will not (i) violate (A) any provision of any law, rule, regulation, order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to the Borrower or the Subsidiary or (B) any provision of the charter or by-laws of the Borrower or the Subsidiary; or (ii) result in a breach of or constitute a default under any agreement or instrument to which the Borrower or the Subsidiary is a party or by which its properties may be affected; or (iii) result in the creation of a lien, charge or encumbrance of any nature upon the Borrower's or the Subsidiary's properties or assets other than as contemplated by this Agreement.
Authorizations, Compliance with Laws. Razorfish holds all authorizations, permits, licenses, variances, exemptions, orders and approvals required by Governmental Entities for the lawful conduct of its business taken as a whole, to own or hold under lease the properties and assets it owns or holds under lease and to perform all of its obligations under the agreements to which it is a party (the "Razorfish Permits"), except for such authorizations, permits, licenses, variances, exemptions, orders and approvals which the failure to hold, taken together, would not have a Material Adverse Effect. Razorfish is in compliance with the terms of the Razorfish Permits except where the failure to be in such compliance will not, taken together, have a Material Adverse Effect. Except as set forth in Section 5.12 of the Disclosure Schedule, since January 1, 1999, Razorfish has not been and is not in violation of or default under any Law of any Governmental Entity, except for any such violation or default which will not have a Material Adverse Effect. To Razorfish's Knowledge, except as set forth in Section 5.12 of the Disclosure Schedule, as of the date of this Agreement, no investigation or reviews by any Governmental Entity with respect to Razorfish is pending nor has any Governmental Entity notified Razorfish of an intention to conduct the same nor do any facts exist which may give rise to such an investigation or review.
Authorizations, Compliance with Laws. Razorfish holds all authorizations, permits, licenses, variances, exemptions, orders and approvals required by Governmental Entities for the lawful conduct of its business taken as a whole, to own or hold under lease the properties and assets it owns or holds under lease and to perform all of its obligations under the agreements to which it is a party (the "Razorfish Permits"), except for such authorizations, permits, licenses, variances, exemptions, orders and approvals which the failure to hold, taken together, would not have a Material Adverse Effect. Razorfish is in compliance with the terms of the Razorfish Permits except where the failure to be in such compliance will not, taken together, have a Material Adverse Effect. 29 of 57
Authorizations, Compliance with Laws. The execution, ------------------------------------ delivery and performance by each of Borrower, I-Link and FTI of each Loan Document to which it is a party, and of each other document required to be executed and delivered by it pursuant to this Agreement or any other Loan Document, have been duly authorized by all necessary corporate action and do not and will not (i) violate (A) any provision of any law, rule, regulation, order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower, I-Link or FTI or (B) any provision of the Certificate of Incorporation or By-laws of Borrower, I-Link or FTI; or (ii) result in a breach of or constitute a default under any agreement or instrument to which Borrower, I-Link or FTI is a party or by which any of their properties may be affected; or (iii) result in the creation of a lien, charge or encumbrance of any nature upon Borrower's, I-Link's or FTI's properties or assets other than as contemplated by this Agreement.
Authorizations, Compliance with Laws. It will and will cause each of its Material Subsidiaries to (i) obtain and maintain in force (or where appropriate, promptly renew) all Authorizations required by law or regulation of its or their jurisdiction of incorporation to enable each of them to perform its obligations hereunder and to ensure the legality, validity, enforceability or admissibility in evidence in its jurisdiction in evidence in its jurisdiction of incorporation of this Agreement and (ii) at all times comply with all applicable laws and regulations relating to it except to the extent the failure to so comply (other than in the case of laws relating to corruption and bribery) would not reasonably be expected to have a Material Adverse Effect.
Authorizations, Compliance with Laws. Crown and the Crown Subsidiaries hold all authorizations, permits, licenses, variances, exemptions, orders and approvals required by Governmental Entities for the lawful conduct of its business taken as a whole, to own or hold under lease the properties and assets it owns or holds under lease and to perform all of its obligations under the Crown Contracts to which they are a party, except for such authorizations, permits, licenses, variances, exemptions, orders and approvals which the failure to hold, taken together, would not have a Material Adverse Effect (the "Crown Permits"); provided that, Crown does not have, and does not represent that it has, all authorizations, permits, licenses, variances, exemptions, orders, and approvals required by Governmental Entities to construct and operate a mine at its Buckhorn Mountain Project in the state of Washington. Crown and the Crown Subsidiaries are in compliance with the terms of the Crown Permits except where the failure to be in such compliance will not, taken together, have a Material Adverse Effect. Except as set forth in Section 4.11 of the Crown Disclosure Schedule, since January 1, 1997, neither Crown nor the Crown Subsidiaries has been in violation of or default under any Law, except for any such violation or default which will not have a Material Adverse Effect. To Crown's Knowledge, except as set forth in Section 4.11 of the Crown Disclosure Schedule, as of the date of this Agreement, no investigation or reviews by any Governmental Entity with respect to Crown or the Crown Subsidiaries is pending nor has any Governmental Entity notified Crown or the Crown Subsidiaries of an intention to conduct the same nor do any facts exist which may give rise to such an investigation or review.
