Compliance With Applicable Laws Environmental Matters Sample Clauses

Compliance With Applicable Laws Environmental Matters. 2.20.1 The Company and its Subsidiaries and all real property now owned by the Company and its Subsidiaries ("Company Owned Real Property") are in compliance in all material respects with all federal, state, county, and municipal laws, ordinances, regulations, rules, reporting requirements, judgments, orders, decrees and requirements of common law applicable to the conduct of the Company and its Subsidiaries and to the assets owned, used or occupied by the Company and its Subsidiaries (collectively referred to hereinafter as the "General Laws"), including without limitation all applicable federal, state, county and municipal laws, ordinances, regulations, rules, reporting requirements, judgments, orders, decrees and requirements of common law concerning or relating to the protection of health and the environment (collectively referred to hereinafter as the "Environmental Laws"). To the best of the Company's knowledge, all real property owned, operated, used or leased by, to or for the Company and its Subsidiaries, with respect to any aspect of their businesses including, without limitation, the ABG Business, at any time since 1990 other than the Company Owned Real Property (the "Company Leased/Previously Owned Property"), was and is in compliance in all material respects with the General Laws and the Environmental Laws. The Company and its Subsidiaries have not received any notification of violation, citation, complaint, request for information, order, directive, compliance schedule or other similar enforcement order, or any other notice from any administrative or governmental agency or entity, indicating that any business or operation of or any real property owned, operated, used or leased by, to or for the Company or any Subsidiary, was not or currently is not in compliance in all material respects with all Environmental Laws and General Laws. To the best of the Company's knowledge, Scherer has not received any notification of violation, citaxxxx, xomplaint, request for information, order, directive, compliance schedule or other similar enforcement order, or any other notice from any administrative or governmental agency or entity, indicating that any aspect of the ABG Business was not or currently is not in compliance in all material respects with all Environmental Laws and General Laws.
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Compliance With Applicable Laws Environmental Matters. (i) Except as set forth in Schedule 4(m), the each of the Sellers, to the knowledge of each of the Sellers and Seller Related Parties, is in compliance with all applicable statutes, laws, ordinances, rules, orders and regulations of any governmental authority or instrumentality, domestic or foreign, except where noncompliance would not have a material adverse effect on the assets, financial condition or results of operations of the Acquired Business. Except as set forth in Schedule 4(m), none of the Sellers or Seller Related Parties has received any written communication from a governmental authority that alleges that any of the Sellers is not in compliance, in respect of the Acquired Business, in all material respects, with applicable laws, ordinances, rules and regulations.
Compliance With Applicable Laws Environmental Matters. (a) Neither the Company nor any Subsidiary is in default with respect to any judgment, order, writ, injunction, decree or decision of any Governmental Body which default would have a material adverse effect on the financial condition, operations or Property of the Company and its Consolidated Subsidiaries on a consolidated basis except as disclosed in writing to the Banks. The Company and each Subsidiary is complying in all material respects with all applicable statutes and regulations, including without limitation ERISA and applicable occupational, safety and health and other labor laws, of all Governmental Bodies, a violation of which could reasonably be expected to have a material adverse effect on the financial condition, operations or Property of the Company and its Subsidiaries on a consolidated basis, except as otherwise disclosed in writing to the Banks.
Compliance With Applicable Laws Environmental Matters. The Company and its Subsidiaries hold all permits, licenses, certificates, variances, exemptions, orders and approvals of Governmental entities required for the ownership of the assets and operation of the businesses of the Company or any of its Subsidiaries as presently conducted, except for the failure to hold any of the foregoing as would not be reasonably likely to have, either individually or in the aggregate, a Material Adverse Effect on the Company (collectively, the "Permits"). Each of the Company and its Subsidiaries is in compliance with, and has conducted its business so as to comply with, the terms of their respective Permits and with all applicable laws, rules, regulations, ordinances and codes, except where the failure so to comply has not had and, insofar as reasonably can be foreseen by the Company, in the future is not reasonably likely to have, either individually or in the aggregate, a Material Adverse Effect on the Company. Without limiting the generality of the foregoing, the Company and its Subsidiaries have duly complied with and have no liabilities or obligations under, and the operation of their respective businesses, equipment and other assets and the facilities owned or leased by them are in compliance with the provisions of all applicable federal, state and local environmental, health and safety laws, statutes, ordinances, rules and regulations of any governmental or a quasi governmental authority relating to (i) emissions, (ii) discharges to surface water or ground water, (iii) solid or liquid waste disposal, (iv) the use, storage, generation, handling, transport, discharge, release or disposal of toxic or hazardous substances or waste, (v) the emission of non-ionizing electromagnetic radiation or ionizing radiation or (vi) other environmental, health or safety matters, including without limitation all matters set forth in federal statutes commonly known as the Comprehensive Environmental Response Compensation and Liability Act of 1980, the Superfund Amendments and Authorization Act of 1986, the Occupational Safety and Health Act, the Resource Conservation Recovery Act, the Federal Water Pollution Control Act, the Safe Drinking Water Act, the Toxic Substances Control Act, the Emergency Planning Community Right to Know Act, the Clean Air Act, the Federal Insecticide Fungicide and Rodenticide Act, the Oil Pollution Act, and equivalent, similar or related state or local laws (collectively "Environmental and Health Laws"); except, ...
Compliance With Applicable Laws Environmental Matters. (i) The Companies and the Subsidiaries are in compliance with all applicable statutes, laws, ordinances, rules, orders and regulations of any Governmental Entity ("Applicable Laws"), except for instances of noncompliance that, individually or in the aggregate, would not have a Material Adverse Effect. This Section 5(q)(i) does not relate to matters with respect to environmental matters, which are the subject of Section 5(q)(ii).
Compliance With Applicable Laws Environmental Matters. Except as set forth in Schedule 10 (as such Schedule may be updated in accordance with Section 12.3) hereto:
Compliance With Applicable Laws Environmental Matters. The Company, its operations, assets and all real property ("Company Real Property") now or previously operated, used or leased by, to or for the Company, including, without limitation, all real property subject to lease, are in compliance with all federal, state, county, and municipal laws, ordinances, regulations, rules, reporting requirements, judgments, orders, decrees and requirements of common law applicable to the conduct and business of the Company and to the assets owned, used or occupied by it (collectively referred to hereinafter as the "Company General Laws"), including without limitation all applicable federal, state, county and municipal laws, ordinances, regulations, policies, rules, reporting requirements, judgments, orders, decrees and requirements of common law concerning or relating to the protection of health, safety and the environment (collectively referred to hereinafter as the "Company Environmental Laws"). The Company has not received any notice of violation, citation, complaint, request for information, order, directive, compliance schedule or other similar enforcement action or proceeding, or any other notice or communication from any administrative or governmental agency or entity, indicating that either the Company, its assets or the Company Real Property was not or currently is not in compliance with all Company Environmental Laws and Company General Laws. No condition, state of facts, or other matter presently exists which would subject the Company to any liability or obligation, loss (including loss of value of Company property or assets) under any Company Environmental Laws or Company General Laws.
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Compliance With Applicable Laws Environmental Matters. (a) LAWS. Except as set forth in the Disclosure Letter or as disclosed in the Public Reports, the operations, assets and properties of each member of the Company Group are in compliance with all federal, foreign, state, county, and municipal laws, ordinances, regulations, rules, reporting requirements, judgments, orders and decrees applicable to the conduct of business of the Company Group and to the assets owned, used or occupied by it (collectively referred to hereinafter as the "General Laws"), including without limitation all applicable foreign, federal, state, county and municipal laws, ordinances, regulations, rules, reporting requirements, judgments, orders, decrees and requirements of common law concerning or relating to the protection of health and the environment (collectively referred to hereinafter as the "Environmental Laws"), except for non-compliance that would not have a Material Adverse Effect on the Company Group. No member of the Company Group has received any notice of violation, citation, complaint, request for information, order, directive, compliance schedule or other similar enforcement order, or any other notice from any administrative or governmental agency or entity, indicating that it was not or currently is not in compliance with the Environmental Laws and General Laws, except for noncompliance that would not have a Material Adverse Effect on the Company Group, and to the knowledge of the Company, no such item is threatened.
Compliance With Applicable Laws Environmental Matters. (a) The Business is in compliance in all material respects with all Applicable Laws. Neither Parent nor Seller has received any communication during the past three years from a Governmental Entity or any other person that alleges that the Business is not in compliance in any material respect with any Applicable Law. This Section 3.19(a) does not relate to matters with respect to Taxes, which are the subject of Section 3.15, or to environmental matters, which are the subject of Section 3.19(b).
Compliance With Applicable Laws Environmental Matters. To the best of Ambir's knowledge, Ambir and all of the real properties subject to the Kazakhstan Licenses and related agreements are in compliance in all material respects with all applicable laws, ordinances, regulations, rules, reporting requirements, judgments, orders, decrees and other legal requirements of any kind (hereinafter collectively referred to as the "General Laws"), including without limitation all applicable laws, ordinances, regulations, rules, reporting requirements, judgments, orders, decrees and other legal requirements of any kind concerning or relating to the protection of health and the environment (hereinafter collectively referred to as the "Environmental Laws"). Neither Ambir nor any of the Shareholders has received any notification of (and none of them is otherwise aware of) any violation, citation, complaint, request for information, order, directive, compliance schedule, or other similar enforcement order, or any other notice from any administrative or governmental agency, indicating that any of the property subject to the Kazakhstan Licenses was not, is not or may in the future not be in compliance in all material respects with the General Laws and the Environmental Laws. To the best knowledge and belief of Ambir and each of the Shareholders, all of the real properties subject to the Kazakhstan Licenses are free of all materials designated as hazardous substances, wastes, hazardous materials, pollutants or contaminants under any Environmental Law.
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