Common use of Compliance with Applicable Laws; Regulatory Matters Clause in Contracts

Compliance with Applicable Laws; Regulatory Matters. The Company and the Company Subsidiaries hold all permits, licenses, certificates, franchises, registrations, variances, exemptions, orders and approvals of all Governmental Entities which are material to the operation of their businesses, taken as a whole (the “Company Permits”). The Company and the Company Subsidiaries are in compliance with the terms of the Company Permits, except where the failure so to comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. The businesses of the Company and the Company Subsidiaries are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entity, except for violations which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. To the Knowledge of the Company, as of the date of this Agreement, no investigation by any Governmental Entity with respect to the Company or any Company Subsidiary is pending or threatened, other than investigations which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company.

Appears in 3 contracts

Samples: Merger Agreement (Huneeus Vintners LLC), Merger Agreement (Constellation Brands, Inc.), Merger Agreement (Chalone Wine Group LTD)

AutoNDA by SimpleDocs

Compliance with Applicable Laws; Regulatory Matters. The Company and the Company Subsidiaries hold all permits, licenses, certificates, franchises, registrations, variances, exemptions, orders and approvals of all Governmental Entities which are material to the operation of their businesses, taken as a whole (the "Company Permits"). The Company and the Company Subsidiaries are in compliance with the terms of the Company Permits, except where the failure so to comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. The businesses of the Company and the Company Subsidiaries are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entity, except for violations which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. To the Knowledge of the Company, as As of the date of this Agreement, no investigation by any Governmental Entity with respect to the Company or any Company Subsidiary is pending or or, to the Knowledge of the Company, threatened, other than investigations which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company.

Appears in 1 contract

Samples: Merger Agreement (Chalone Wine Group LTD)

Compliance with Applicable Laws; Regulatory Matters. The Company and the Company Subsidiaries hold all permits, licenses, certificates, franchises, registrations, variances, exemptions, orders and approvals of all Governmental Entities which governmental entities (collectively, “Permits”) that are material to the operation of their respective businesses, taken except for such failures to have received such Permits as would not reasonably be expected to have a whole (material adverse effect on the “Company Permits”)Company. The Company and the Company Subsidiaries are in compliance with the terms of the Company such Permits, except where the failure to so to comply, individually or in the aggregate, could comply would not reasonably be expected to have a Material Adverse Effect material adverse effect on the Company. The businesses of the Company and the of each Company Subsidiaries Subsidiary are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entitygovernmental entity, except for violations which, individually or in the aggregate, could which would not reasonably be expected to have a Material Adverse Effect material adverse effect on the Company. To the Knowledge of the Company, as of the date of this Agreement, no No investigation by any Governmental Entity governmental entity with respect to the Company or any of the Company Subsidiary Subsidiaries is pending or threatenedor, other than investigations which, individually or in to the aggregate, could not reasonably be expected to have a Material Adverse Effect on knowledge of the Company, threatened.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Corgenix Medical Corp/Co)

Compliance with Applicable Laws; Regulatory Matters. The Company and the Company Subsidiaries hold all permits, licenses, certificates, franchises, registrations, variances, exemptions, orders and approvals of all Governmental Entities which are material to the operation of their businesses, taken as a whole (the "Company Permits"). The Company and the Company Subsidiaries are in compliance with the terms of the Company Permits, except where the failure so to comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. The businesses of the Company and the Company Subsidiaries are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entity, except for violations which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. To the Knowledge of the Company, as of the date of this Agreement, no investigation by any Governmental Entity with respect to the Company or any Company Subsidiary is pending or threatened, other than investigations which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company.

Appears in 1 contract

Samples: Merger Agreement (Domaines Barons De Rothschild /Lafite/)

AutoNDA by SimpleDocs

Compliance with Applicable Laws; Regulatory Matters. The Company and the Company Subsidiaries Subs hold all permits, licenses, certificates, franchises, registrations, variances, exemptions, orders and approvals of all Governmental Entities which are material to the operation of their businesses, taken as a whole (the “Company Permits”). The Company and the Company Subsidiaries Subs are in compliance with the terms of the Company Permits, except where the failure so to comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. The Except as disclosed in the Company SEC Reports, the businesses of the Company and the Company Subsidiaries Subs are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entity, except for violations which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. To the Knowledge of the Company, as As of the date of this Agreement, no investigation by any Governmental Entity with respect to the Company or any of the Company Subsidiary Subs is pending or or, to the knowledge of the Company, threatened, other than investigations which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company.

Appears in 1 contract

Samples: Merger Agreement (Zhone Technologies Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!