Common use of Compliance with Applicable Laws and Reporting Requirements Clause in Contracts

Compliance with Applicable Laws and Reporting Requirements. The Seller and its subsidiaries hold all permits, licenses, variances, authorizations, exemptions, orders, registrations and approvals of all Governmental Authorities which are required for the operation of their respective businesses (the ‘‘Seller Permits’’) and the Seller and each of the Subsidiaries is in compliance with the terms of the Permits and all applicable Laws and regulations, except where the failure so to hold or comply, individually or in the aggregate, has not had or would not reasonably be expected to have a Material Adverse Effect on the Seller. Except as disclosed in the Seller SEC Reports filed prior to the date of this Agreement or as set forth in Section 5.11 of the Seller Disclosure Schedule, the businesses of the Seller and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Authority (including but not limited to the Xxxxxxxx-Xxxxx Act of 2002 and the USA PATRIOT Act of 2001), except for possible violations which, individually or in the aggregate, do not have, and would not reasonably be expected to have, a Material Adverse Effect on the Seller. No investigation by any Governmental Authority with respect to the Seller or any of the Subsidiaries is pending or threatened, other than, in each case, those the outcome of which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on the Seller.

Compliance with Applicable Laws and Reporting Requirements. (i) The Seller Company and its subsidiaries Subsidiaries hold all permits, licenses, variances, authorizations, exemptions, orders, registrations orders and approvals of all Governmental Authorities Entities which are required for material to the operation of their respective the businesses of the Company and its Subsidiaries, taken as a whole (the ‘‘Seller “Company Permits’’) ”), and the Seller Company and each of the its Subsidiaries is are in compliance with the terms of the Company Permits and all applicable Laws laws and regulations, except where the failure so to hold or comply, individually or in the aggregate, has not had or would not reasonably be expected to have a Material Adverse Effect material adverse effect on the SellerCompany. Except as disclosed in the Seller Company SEC Reports Documents filed prior to the date of this Agreement or as set forth in Section 5.11 of the Seller Company Disclosure Schedule, the businesses of the Seller Company and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Authority Entity (including but not limited to the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002 and the USA PATRIOT Act of 2001), except for possible violations which, individually or in the aggregate, do not have, and would not reasonably be expected to have, a Material Adverse Effect material adverse effect on the SellerCompany. No To the knowledge of the Company, no investigation by any Governmental Authority Entity with respect to the Seller Company or any of the its Subsidiaries is pending or threatened, other than, in each case, those the outcome of which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect material adverse effect on the SellerCompany.

Compliance with Applicable Laws and Reporting Requirements. The Seller Buyer and its subsidiaries Subsidiaries hold all material permits, licenses, variances, authorizations, exemptions, orders, registrations and approvals of all Governmental Authorities which are required for the operation of their respective businesses (the ‘‘Seller "Buyer Permits’’) and the Seller "). The Buyer and each of the its Subsidiaries is are in compliance with the terms of the Buyer Permits and all applicable Laws laws and regulations, except where the failure so to hold or comply, individually or in the aggregate, has not had or would not reasonably be expected to have a Material Adverse Effect on the SellerBuyer. Except as disclosed in the Seller Buyer SEC Reports filed prior to the date of this Agreement or as set forth in Section 5.11 of the Seller Buyer Disclosure Schedule, the businesses of the Seller Buyer and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Authority (including but not limited to the Xxxxxxxx-Xxxxx Act of 2002 and the USA PATRIOT Act of 20012002), except for possible violations which, individually or in the aggregate, do has not havehad, and would not reasonably be expected to have, a Material Adverse Effect on the SellerBuyer. No Except as set forth in Section 3.11 of the Buyer Disclosure Schedule, no investigation by any Governmental Authority with respect to the Seller or any of the Subsidiaries Buyer is pending or or, to the Buyer's knowledge, threatened, other than, in each case, those the outcome of which, individually or in the aggregate, have not had and would not reasonably be expected to have a Material Adverse Effect on the SellerBuyer.

Compliance with Applicable Laws and Reporting Requirements. The Seller and its subsidiaries Subsidiaries hold all material permits, licenses, variances, authorizations, exemptions, orders, registrations and approvals of all Governmental Authorities which are required for the operation of their respective businesses (the ‘‘“Seller Permits’’) and the ”). The Seller and each of the its Subsidiaries is are in compliance with the terms of the Seller Permits and all applicable Laws laws and regulations, except where the failure so to hold or comply, individually or in the aggregate, has not had or would not reasonably be expected to have a Material Adverse Effect on the Seller. Except as disclosed in the Seller SEC Reports filed prior to the date of this Agreement or as set forth in Section 5.11 of the Seller Disclosure Schedule, the businesses of the Seller and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Authority (including but not limited to the Xxxxxxxx-Xxxxx Act of 2002 and the USA PATRIOT Act of 20012002), except for possible violations which, individually or in the aggregate, do has not havehad, and would not reasonably be expected to have, a Material Adverse Effect on the Seller. No Except as set forth in Section 4.11 of the Seller Disclosure Schedule, no investigation by any Governmental Authority with respect to the Seller or any of the Subsidiaries is pending or or, to the Seller’s knowledge, threatened, other than, in each case, those the outcome of which, individually or in the aggregate, have not had and would not reasonably be expected to have a Material Adverse Effect on the Seller.

Compliance with Applicable Laws and Reporting Requirements. The Seller Buyer and its subsidiaries Subsidiaries hold all material permits, licenses, variances, authorizations, exemptions, orders, registrations and approvals of all Governmental Authorities which are required for the operation of their respective businesses (the ‘‘Seller “Buyer Permits’’) and the Seller ”). The Buyer and each of the its Subsidiaries is are in compliance with the terms of the Buyer Permits and all applicable Laws laws and regulations, except where the failure so to hold or comply, individually or in the aggregate, has not had or would not reasonably be expected to have a Material Adverse Effect on the SellerBuyer. Except as disclosed in the Seller Buyer SEC Reports filed prior to the date of this Agreement or as set forth in Section 5.11 of the Seller Buyer Disclosure Schedule, the businesses of the Seller Buyer and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Authority (including but not limited to the Xxxxxxxx-Xxxxx Act of 2002 and the USA PATRIOT Act of 20012002), except for possible violations which, individually or in the aggregate, do has not havehad, and would not reasonably be expected to have, a Material Adverse Effect on the SellerBuyer. No Except as set forth in Section 3.11 of the Buyer Disclosure Schedule, no investigation by any Governmental Authority with respect to the Seller or any of the Subsidiaries Buyer is pending or or, to the Buyer’s knowledge, threatened, other than, in each case, those the outcome of which, individually or in the aggregate, have not had and would not reasonably be expected to have a Material Adverse Effect on the SellerBuyer.

Compliance with Applicable Laws and Reporting Requirements. The Seller and its subsidiaries Subsidiaries hold all material permits, licenses, variances, authorizations, exemptions, orders, registrations and approvals of all Governmental Authorities which are required for the operation of their respective businesses (the ‘‘"Seller Permits’’) and the "). The Seller and each of the its Subsidiaries is are in compliance with the terms of the Seller Permits and all applicable Laws laws and regulations, except where the failure so to hold or comply, individually or in the aggregate, has not had or would not reasonably be expected to have a Material Adverse Effect on the Seller. Except as disclosed in the Seller SEC Reports filed prior to the date of this Agreement or as set forth in Section 5.11 of the Seller Disclosure Schedule, the businesses of the Seller and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Authority (including but not limited to the Xxxxxxxx-Xxxxx Act of 2002 and the USA PATRIOT Act of 20012002), except for possible violations which, individually or in the aggregate, do has not havehad, and would not reasonably be expected to have, a Material Adverse Effect on the Seller. No Except as set forth in Section 4.11 of the Seller Disclosure Schedule, no investigation by any Governmental Authority with respect to the Seller or any of the Subsidiaries is pending or or, to the Seller's knowledge, threatened, other than, in each case, those the outcome of which, individually or in the aggregate, have not had and would not reasonably be expected to have a Material Adverse Effect on the Seller.