Business Authorizations. (a) Seller has all material Authorizations required under applicable Law with respect to the operation or ownership of the Purchased Assets as currently operated or owned by Seller (the “Business Authorizations”). Seller owns or possesses such Business Authorizations free and clear of all Liens other than Permitted Liens. Such Business Authorizations are valid and in full force and effect. All Business Authorizations are listed in the Seller Disclosure Schedule.
Business Authorizations. Each Borrower and each Material Subsidiary possesses all patents, patent rights or licenses, trademarks, trademark rights, trade names or trade name rights and copyrights required to conduct its business in all material respects as now conducted without material conflict with the rights or privileges of others.
Business Authorizations. (i) All material consents, approvals, authorizations or licenses required under PRC law for the due and proper establishment and operation of the Company have been duly obtained from the relevant PRC governmental authorities and are in full force and effect.
Business Authorizations. (a) Seller and Seller Subsidiaries each own, hold or lawfully use in the operation of the Business all Authorizations which are materially necessary for it to conduct the Business as currently conducted or as proposed by Seller to be conducted or for the ownership and use of the material assets owned or used by Seller or a Seller Subsidiary in the conduct of the Business (the “Business Authorizations”) free and clear of all Liens (other than Permitted Liens). Such Business Authorizations are valid and in full force and effect in all material respects. All material Business Authorizations are listed in the Seller Disclosure Schedule.
Business Authorizations. (a) Seller owns, holds or lawfully uses in the operation of the Business all Authorizations which are necessary for it to conduct the Business as currently conducted or as proposed to be conducted or for the ownership and use of the assets owned or used by Seller in the conduct of the Business (the “Business Authorizations”) free and clear of all Liens, except where the failure to own, hold or lawfully use any such Business Authorizations would not in the aggregate be material to the Business and the Purchased Assets taken as a whole. Such Business Authorizations are valid and in full force and effect. All material Business Authorizations are listed in the Seller’s Disclosure Schedule 4.10.
Business Authorizations. (a) (i) Each member of the Seller Group owns, holds or lawfully uses in the operation of the Business, all Authorizations which are necessary for it to conduct the Business as currently conducted or for the ownership and use of the assets owned or used by such member of the Seller Group in the conduct of the Business (collectively, the “Business Authorizations”), including, without limitation, all Authorizations required for the manufacturing, marketing, testing, clinical investigation, distribution, or sale of the Products (collectively, the “Product Registrations”) and (ii) all such Business Authorizations are valid and in full force and effect and none of the Business Authorizations will be terminated or impaired or become terminable, in whole or in part, as a result of the transactions contemplated by this Agreement or the Ancillary Agreements. Section 4.11(a) of the Seller Disclosure Schedule sets forth all Product Registrations (organized by Product, country and the member of the Seller Group holding each such Product Registration) and all other material Business Authorizations owned or held by the Seller Group that are used in the ownership or operation of the Business.
Business Authorizations. (a) The Seller owns, holds or lawfully uses in the operation of the Business all Authorizations which are necessary for it to conduct the Business as currently conducted or as proposed to be conducted or for the ownership and use of the assets owned or used by the Seller in the conduct of the Business (the “Business Authorizations”) free and clear of all Encumbrances, except where the failure to own, hold or lawfully use any such Business Authorizations would not in the aggregate result in a Material Adverse Effect. Such Business Authorizations are valid and in full force and effect. All material Business Authorizations are listed in Section 2.9(a) of the Seller Disclosure Schedule. To Seller’s Knowledge, no Person other than the Seller owns or has any proprietary, financial or other interest (direct or indirect) in any Business Authorization.
Business Authorizations. Each Acquired Entity holds, possesses or lawfully uses in the operation of the Business, all Authorizations which are necessary for it to conduct the Business or for the ownership and use of the Assets and the other property and assets used by the Acquired Entities, except where failure to do so would not have a Material Adverse Effect. A complete and accurate list of all Authorizations is set out in Section 4.18 of the Sellers’ Disclosure Letter. Each Authorization is valid, subsisting and in good standing, the Acquired Entities are not in default or breach of any Authorization and no proceedings are pending or, to the knowledge of the Sellers, threatened to revoke or limit any Authorization. All Authorizations are renewable by their terms or in the Ordinary Course without the need for any Acquired Entity 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. Neither the Sellers nor any Affiliate of the Sellers own or has any proprietary, financial or other interest (direct or indirect) in any Authorization.
Business Authorizations. Section 4.21 of MFI’s Disclosure Letter lists all Business Authorizations that are required for the operation of the Business. MFI has all such Business Authorizations and is conducting the Business in accordance with all terms and conditions of such Business Authorizations, except for immaterial violations. All such Business Authorizations are valid and are in full force and effect, and MFI is not in violation of any term or provision or requirement of any such Business Authorization, except for immaterial violations.
Business Authorizations. (a) MFI shall use commercially reasonable efforts to assist the Purchaser during the Interim Period to obtain all Business Authorizations necessary to the operation of the Business by the Purchaser following the Closing.
