Common use of Compliance with Applicable Law and Regulatory Matters Clause in Contracts

Compliance with Applicable Law and Regulatory Matters. (a) The Company and each of its Subsidiaries have complied in all material respects with all material applicable Laws, and are not in material violation of, and have not received any notices of violation with respect to, any material Laws in connection with the conduct of their respective businesses or the ownership or operation of their respective businesses and Assets. (b) Except as would not reasonably be expected to have a Company Material Adverse Effect, the Company and each of its Subsidiaries hold all licenses, permits, certificates, franchises and other authorizations (collectively, “Authorizations”) necessary for the ownership and use of its Assets and the conduct of its business. The Company and each of its Subsidiaries have complied with, and are not in violation of, any Authorization, except where such noncompliance or violation would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. Except as would not reasonably be expected to have a Company Material Adverse Effect, all such Authorizations are in full force and effect and there are no proceedings pending or, to the knowledge of the Company or any of its Subsidiaries, threatened that seek the revocation, cancellation, suspension or adverse modification thereof.

Compliance with Applicable Law and Regulatory Matters. (a) The Company and each of its Subsidiaries have ADAC has complied in all material respects with all material applicable LawsLaws and Regulations, and are is not in material violation of, and have has not received any notices of violation with respect to, any material Laws and Regulations in connection with the conduct of their respective its businesses or the ownership or operation of their respective businesses its businesses, assets and Assetsproperties, except for such noncompliance and violations as would not, individually or in the aggregate, be material and except for a late filing of a Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, which shall be filed prior to the Effective Time. (b) Except as would not reasonably be expected to have a Company Material Adverse Effect, the Company and each of its Subsidiaries hold ADAC has all licenses, permits, certificates, franchises and other authorizations (collectively, the “Authorizations”) necessary for the ownership and or use of its Assets assets and properties and the conduct of its business. The Company , as currently conducted, and each of its Subsidiaries have complied with, and are not in violation of, any Authorization, except where such noncompliance or violation would not reasonably be expected to havenot, individually or in the aggregate, a Company Material Adverse Effectbe material. Except as would not reasonably be expected material to have a Company Material Adverse EffectADAC, all such Authorizations are in full force and effect and there are no proceedings pending or, to the knowledge of the Company or any of its SubsidiariesADAC, threatened that seek the revocation, cancellation, suspension or adverse modification thereof. (c) There are no Governmental Orders applicable to ADAC which have had an ADAC Material Adverse Effect.

Compliance with Applicable Law and Regulatory Matters. (a) The Company and each of its Subsidiaries have complied in all material respects with all material applicable LawsLaws and Regulations, and are not in material violation of, and have not received any notices of violation with respect to, any material Laws and Regulations in connection with the conduct of their respective businesses or the ownership or operation of their respective businesses businesses, assets and Assetsproperties, except for such noncompliance and violations as would not, individually or in the aggregate, be material. (b) Except as would not reasonably be expected to have a Company Material Adverse Effect, the Company and each of its Subsidiaries hold have all licenses, permits, certificates, franchises and other authorizations (collectively, the “Authorizations”) necessary for the ownership and or use of its Assets assets and properties and the conduct of its business. The Company , as currently conducted, and each of its Subsidiaries have complied with, and are not in violation of, any Authorization, except where such noncompliance or violation would not reasonably be expected to havenot, individually or in the aggregate, a Company Material Adverse Effectbe material. Except as would not reasonably be expected material to have a Company Material Adverse EffectCompany, all such Authorizations are in full 15 force and effect and there are no proceedings pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened that seek the revocation, cancellation, suspension or adverse modification thereof. (c) There are no Governmental Orders applicable to Company or any of its Subsidiaries which have had a Company Material Adverse Effect.