Common use of Company Authorizations Clause in Contracts

Company Authorizations. (a) Section 3.14(a) of the Disclosure Schedule sets forth, as of the Agreement Date, each consent, license, permit, grant or other authorization (a) pursuant to which the Company or any of its Subsidiaries currently operates, provides any services or holds any interest in any of their material properties, or (b) which is required for the operation of the business of the Company or any of its Subsidiaries as currently conducted or the holding of any such interest, in each case, except for any consent, license, permit, grant or other authorization the lack of which would not reasonably be expected to be material to the Company and its Subsidiaries, taken as a whole (collectively, including any such items that are required to be disclosed in Section 3.14(a) of the Disclosure Schedule, “Company Authorizations”). All of the Company Authorizations have been issued or granted to the Company or any of its Subsidiaries, are in full force and effect and constitute all Company Authorizations required to permit the Company and its Subsidiaries to operate or conduct its business or hold any interest in its properties or assets, except for any immaterial Company Authorization. Each of the Company and its Subsidiaries is in compliance in all material respects with all such Company Authorizations, and as of the Closing Date shall have applied for and not been denied any required renewals of such Company Authorizations.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Accolade, Inc.)

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Company Authorizations. (a) Section 3.14(a) 3.14 of the Company Disclosure Schedule sets forth, as of the Agreement Date, each consent, license, permit, grant or other authorization (a) pursuant to which the Company or any of its Subsidiaries currently operates, provides any services or holds any interest in any of their material properties, or (b) which is required for the operation of the business of the Company or any of its Subsidiaries as currently conducted or the holding of any such interest, in each case, except for any consent, license, permit, grant or other authorization the lack of which would not reasonably be expected to be material to the Company and its Subsidiaries, taken as a whole (collectively, including any such items that are required to be disclosed in Section 3.14(a) of the Disclosure Schedule, “Company Authorizations”). All Except as would not be material to the Company and its Subsidiaries, taken as a whole, all of the Company Authorizations have been issued or granted to the Company or any of its Subsidiaries, are in full force and effect and constitute all Company Authorizations required to permit the Company and its Subsidiaries to operate or conduct its business or hold any interest in its properties or assets. Except as would not be material to the Company and its Subsidiaries, except for any immaterial Company Authorization. Each taken as a whole, each of the Company and its Subsidiaries is in compliance in all material respects with all such Company Authorizations, and as of the Closing Date shall have applied for and not been denied any required renewals of such Company Authorizations.

Appears in 1 contract

Samples: Merger Agreement (Compass Group Diversified Holdings LLC)

Company Authorizations. (a) Section 3.14(a) 3.15 of the Disclosure Schedule sets forth, as of the Agreement Date, each consent, license, permit, grant or other authorization Permit (a) pursuant to which the Company or any of and its Subsidiaries currently operatesoperate, provides provide any services or holds hold any interest in any of their material properties, properties or (b) which is required for the operation of the business of the Company or any of and its Subsidiaries as currently conducted or the holding of any such interest, in each case, except for any consent, license, permit, grant or other authorization Permit the lack of which would not reasonably be expected to be material with respect to the Company and or its Subsidiaries, taken as a whole Subsidiaries (collectively, including any such items that are required to be disclosed in Section 3.14(a) 3.15 of the Disclosure Schedule, “Company Authorizations”). All of the Company Authorizations set forth on Section 3.15 of the Disclosure Schedule have been issued or granted to the Company or any of its Subsidiaries, Subsidiaries and are in full force and effect and constitute all Company Authorizations required to permit each of the Company and its Subsidiaries to operate or conduct its business or hold any interest in its properties or assets, except for any immaterial Company Authorizationsuch Permits the failure of which to be in effect would not be material to the Company. Each of the The Company and its Subsidiaries is are in compliance in all material respects with all such Company Authorizations, and as of the Closing Date shall have applied for and not been denied any required renewals of such Company AuthorizationsAuthorizations the failure of which to obtain would be material to the Company.

Appears in 1 contract

Samples: Merger Agreement (Twilio Inc)

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Company Authorizations. (a) Section 3.14(a) 3.15 of the Disclosure Schedule sets forth, as of the Agreement Date, each consent, license, permit, grant or other authorization (a) pursuant to which the Company or any of and its Subsidiaries currently operatesoperate, provides provide any services or holds hold any interest in any of their material properties, or (b) which is required for the operation of the business of the Company or any of and its Subsidiaries as currently conducted or the holding of any such interest, in each case, except for any consent, license, permit, grant or other authorization the lack of which would not reasonably be expected to be material to the Company and or any of its Subsidiaries, taken as a whole Subsidiaries (collectively, including any such items that are required to be disclosed in Section 3.14(a) 3.15 of the Disclosure Schedule, “Company Authorizations”). All of the Company Authorizations have been issued or granted to the Company or any of its Subsidiaries, are in full force and effect and constitute all Company Authorizations required to permit each of the Company and its Subsidiaries to operate or conduct its business or hold any interest in its properties or assets, except for any immaterial such Company AuthorizationAuthorizations the failure to be in effect would be material to the Company. Each of the The Company and its Subsidiaries is are in compliance in all material respects with all such Company Authorizations, and as of the Closing Date shall have applied for and not been denied any required renewals of such Company AuthorizationsAuthorizations the failure of which to obtain would be material to the Company.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Twilio Inc)

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