Common use of Compliance with Applicable Law and Orders Clause in Contracts

Compliance with Applicable Law and Orders. (a) The Company and each of its Subsidiaries is and, since December 31, 2005 has been, in compliance with all Applicable Laws and Orders, and the Company has not received a written notice of a material violation of, or a material liability or default under, any Applicable Law or Order, except such non-compliance, violations, liabilities or defaults that have not had and would not reasonably be expected to have a Company Material Adverse Effect. As of the date hereof, neither the Company nor any of its Subsidiaries has received any written notice since December 31, 2006 until the date hereof (i) of any administrative or civil, or criminal investigation or audit (other than Tax audits) by any Governmental Authority relating to the Company or any of its Subsidiaries, or (ii) from any Governmental Authority alleging that the Company or any of its Subsidiaries are not in compliance in any material respect with any Applicable Law or Order. (b) Each of the Company and its Subsidiaries has in effect all Governmental Authorizations necessary for it to own, lease or otherwise hold and to operate its properties and assets and to carry on its businesses and operations as now conducted, except where the failure to have such Governmental Authorizations has not had and would not reasonably be expected individually or in the aggregate to have a Company Material Adverse Effect. There have occurred no defaults (with or without notice or lapse of time or both) under, violations of, or events giving rise to any right of termination, amendment or cancellation of any such Governmental Authorizations, except where such defaults, violations or events have not had and would not reasonably be expected individually or in the aggregate to have a Company Material Adverse Effect.

Compliance with Applicable Law and Orders. (a) The Company and each of its Subsidiaries is and, since December 31June 30, 2005 has been, in compliance with all Applicable Laws and Orders, and and, to the Company has not received knowledge of the Company, no condition or state of facts exists that is reasonably likely to give rise to a written notice of a material violation of, or a material liability or default under, any Applicable Law or Order, except such non-compliancenoncompliance, violations, liabilities or defaults that have not had and would not reasonably be expected to have have, individually or in the aggregate, a Company Material Adverse Effect. As of the date hereof, neither Neither the Company nor any of its Subsidiaries has received any written notice since December 31June 30, 2006 2005 until the date hereof (i) of any administrative or civil, or criminal investigation or audit (other than Tax audits) by any Governmental Authority relating to the Company or any of its Subsidiaries, or (ii) from any Governmental Authority alleging that the Company or any of its Subsidiaries are not in compliance in any material respect with any Applicable Law or Order. (b) Each of the Company and its Subsidiaries has in effect all material Governmental Authorizations necessary for it to own, lease or otherwise hold and to operate its properties and assets and to carry on its businesses and operations as now conducted, except where the failure to have such Governmental Authorizations has not had and would not reasonably be expected to have, individually or in the aggregate to have aggregate, a Company Material Adverse Effect. There have occurred no defaults (with or without notice or lapse of time or both) under, violations of, or events giving rise to any right of termination, amendment or cancellation of any such Governmental Authorizations, except where such defaults, violations or events have not had and would not reasonably be expected to have, individually or in the aggregate to have aggregate, a Company Material Adverse Effect.

Compliance with Applicable Law and Orders. (a) The Except as would not result in material liability or otherwise be material to the Company and its Subsidiaries, the Company and each of its Subsidiaries is and, since December 31January 1, 2005 2004 has been, in compliance in all respects with all Applicable Laws and Orders, and to the Company has not received Company’s knowledge, no condition or state of facts exists that is reasonably likely to give rise to a written notice of a material violation of, or a material liability or default under, any Applicable Law or Order, except such non-compliance, violations, liabilities or defaults that have not had and would not reasonably be expected to have a Company Material Adverse Effect. As of the date hereof, neither Neither the Company nor any of its Subsidiaries has received any written notice since December 31January 1, 2006 until the date hereof 2004 (ix) of any administrative or civiladministrative, civil or criminal investigation or audit (other than Tax audits) by any Governmental Authority relating to the Company or any of its Subsidiaries, or (iiy) from any Governmental Authority alleging that the Company or any of its Subsidiaries are not in compliance in any material respect with any Applicable Law or Order, in the case of each of (x) and (y), that would, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect. (b) Each of the Company and its Subsidiaries has in effect all material Governmental Authorizations necessary for it to own, lease or otherwise hold and to operate its properties and assets and to carry on its businesses and operations as now conducted, except where the failure to have such Governmental Authorizations has not had and would not reasonably be expected individually or in the aggregate to have a Company Material Adverse Effect. There have occurred no defaults (with or without notice or lapse of time or both) under, violations of, or events giving rise to any right of termination, amendment or cancellation of any such Governmental Authorizations, Authorizations except where such defaults, violations or events have not had and as would not reasonably be expected expected, individually or in the aggregate aggregate, to have result in a Company Material Adverse Effect.

Compliance with Applicable Law and Orders. (a) The Company and each of its Subsidiaries is andand since January 1, since December 31, 2005 2010 has been, been in compliance in all material respects with all Applicable Laws and Orders, and the Company has not received a written notice of a material violation of, or a material liability or default under, any Applicable Law or Order, except such non-compliance, violations, liabilities or defaults that have not had and would not reasonably be expected to have a Company Material Adverse Effect. As of the date hereof, neither Neither the Company nor any of its Subsidiaries has received any written notice since December 31January 1, 2006 until the date hereof 2010 (i) of any administrative or civil, or criminal investigation or audit (other than Tax audits) by any Governmental Authority relating to the Company or any of its Subsidiaries, or (ii) from any Governmental Authority alleging that the Company or any of its Subsidiaries are not in compliance in any material respect with any Applicable Law or OrderOrder where such non-compliance would constitute a Company Material Adverse Effect. (b) Each of the Company and its Subsidiaries has in effect all material Governmental Authorizations necessary for it to own, lease or otherwise hold and to operate its properties and assets and to carry on its businesses and operations as now conducted, except where the failure to have such Governmental Authorizations . There has not had and would not reasonably be expected individually or in the aggregate to have a Company Material Adverse Effect. There have occurred no defaults any material default (with or without notice or lapse of time or both) ), suspension, reconsideration, or imposition of penalties or fines, under, violations violation of, or events event giving rise to any right of termination, amendment amendment, suspension, reconsideration, revocation, non-renewal, adverse modification or cancellation of any such Governmental Authorizations. Except as specifically set forth in Section 4.12(a), except where such defaults, violations or events have the representations and warranties set forth in this Section 4.12 do not had and would not reasonably be expected individually or in the aggregate apply with respect to have a Company Material Adverse EffectTaxes.