Compliance with Applicable Laws; Regulatory Matters. Except for environmental matters, which are addressed in Section 2.2(n), X. X. Xxxxx and the X. X. Xxxxx Subsidiaries hold all permits, licenses, variances, exemptions, orders and approvals of all Governmental Entities necessary for the lawful conduct of their respective businesses (the “X. X. Xxxxx Permits”), except where the failure so to hold such X. X. Xxxxx Permits, individually or in the aggregate, would not reasonably be expected to have a X. X. Xxxxx Material Adverse Effect. X. X. Xxxxx and the X. X. Xxxxx Subsidiaries are in compliance with the terms of the X. X. Xxxxx Permits, except where the failure to so comply, individually or in the aggregate, would not reasonably be expected to have a X. X. Xxxxx Material Adverse Effect. Except as disclosed in the X. X. Xxxxx SEC Documents, the businesses of X. X. Xxxxx and the X. X. Xxxxx Subsidiaries are not being conducted in violation of any Law, except for violations which, individually or in the aggregate, would not reasonably be expected to have a X. X. Xxxxx Material Adverse Effect. No investigation or review by any Governmental Entity with respect to X. X. Xxxxx or any X. X. Xxxxx Subsidiary is pending or, to X. X. Xxxxx’x Knowledge, threatened, other than those the outcome of which, individually or in the aggregate, would not reasonably be expected to have a X. X. Xxxxx Material Adverse Effect. Neither X. X. Xxxxx nor any X. X. Xxxxx Subsidiary is subject to any order, writ, injunction, decree, statute, rule or regulation that would, individually or in the aggregate, reasonably be expected to have a W. P. Xxxxx Material Adverse Effect. None of X. X. Xxxxx or Merger Sub is subject to any judgment, decree, injunction, rule or order of any Governmental Entity that prohibits or would reasonably be expected to prohibit any of the transactions contemplated hereby or by this Agreement. None of X. X. Xxxxx or Merger Sub has taken any action, nor have any other steps been taken or have any legal proceedings been commenced, nor to the Knowledge of X. X. Xxxxx, threatened, against X. X. Xxxxx or Merger Sub, for the winding up, liquidation or dissolution of X. X. Xxxxx or Merger Sub.
Appears in 2 contracts
Samples: Merger Agreement (Corporate Property Associates 16 Global Inc), Agreement and Plan of Merger (W. P. Carey Inc.)
Compliance with Applicable Laws; Regulatory Matters. Except for environmental matters, which are addressed in Section 2.2(n), X. X. W. P. Xxxxx and the X. X. W. P. Xxxxx Subsidiaries hold all permits, licenses, variances, exemptions, orders and approvals of all Governmental Entities necessary for the lawful conduct of their respective businesses (the “X. X. W. P. Xxxxx Permits”), except where the failure so to hold such X. X. W. P. Xxxxx Permits, individually or in the aggregate, would not reasonably be expected to have a X. X. W. P. Xxxxx Material Adverse Effect. X. X. W. P. Xxxxx and the X. X. W. P. Xxxxx Subsidiaries are in compliance with the terms of the X. X. W. P. Xxxxx Permits, except where the failure to so comply, individually or in the aggregate, would not reasonably be expected to have a X. X. W. P. Xxxxx Material Adverse Effect. Except as disclosed in the X. X. W. P. Xxxxx SEC Documents, the businesses of X. X. W. P. Xxxxx and the X. X. W. P. Xxxxx Subsidiaries are not being conducted in violation of any Law, except for violations which, individually or in the aggregate, would not reasonably be expected to have a X. X. W. P. Xxxxx Material Adverse Effect. No investigation or review by any Governmental Entity with respect to X. X. W. P. Xxxxx or any X. X. W. P. Xxxxx Subsidiary is pending or, to X. X. Xxxxx’x Knowledge, threatened, other than those the outcome of which, individually or in the aggregate, would not reasonably be expected to have a X. X. W. P. Xxxxx Material Adverse Effect. Neither X. X. W. P. Xxxxx nor any X. X. W. P. Xxxxx Subsidiary is subject to any order, writ, injunction, decree, statute, rule or regulation that would, individually or in the aggregate, reasonably be expected to have a W. P. Xxxxx Material Adverse Effect. None of X. X. Xxxxx W. P. Xxxxx, NewCo REIT or Merger Sub is subject to any judgment, decree, injunction, rule or order of any Governmental Entity that prohibits or would reasonably be expected to prohibit any of the transactions contemplated hereby or by this the Conversion Agreement. None of X. X. Xxxxx W. P. Xxxxx, NewCo REIT or Merger Sub has taken any action, nor have any other steps been taken or have any legal proceedings been commenced, nor to the Knowledge of X. X. W. P. Xxxxx, threatened, against X. X. Xxxxx W. P. Xxxxx, NewCo REIT or Merger Sub, for the winding up, liquidation or dissolution of X. X. Xxxxx W. P. Xxxxx, NewCo REIT or Merger Sub.
Appears in 2 contracts
Samples: Merger Agreement (W P Carey & Co LLC), Merger Agreement (Corporate Property Associates 15 Inc)
Compliance with Applicable Laws; Regulatory Matters. Except for environmental matters, which are addressed in Section 2.2(n), X. W. X. Xxxxx and the X. W. X. Xxxxx Subsidiaries hold all permits, licenses, variances, exemptions, orders and approvals of all Governmental Entities necessary for the lawful conduct of their respective businesses (the “X. "W. X. Xxxxx Permits”"), except where the failure so to hold such X. W. X. Xxxxx Permits, individually or in the aggregate, would not reasonably be expected to have a X. W. X. Xxxxx Material Adverse Effect. X. W. X. Xxxxx and the X. W. X. Xxxxx Subsidiaries are in compliance with the terms of the X. W. X. Xxxxx Permits, except where the failure to so comply, individually or in the aggregate, would not reasonably be expected to have a X. W. X. Xxxxx Material Adverse Effect. Except as disclosed in the X. W. X. Xxxxx SEC Documents, the businesses of X. W. X. Xxxxx and the X. W. X. Xxxxx Subsidiaries are not being conducted in violation of any Law, except for violations which, individually or in the aggregate, would not reasonably be expected to have a X. W. X. Xxxxx Material Adverse Effect. No investigation or review by any Governmental Entity with respect to X. W. X. Xxxxx or any X. W. X. Xxxxx Subsidiary is pending or, to W. X. X. Xxxxx’x Xxxxx'x Knowledge, threatened, other than those the outcome of which, individually or in the aggregate, would not reasonably be expected to have a X. W. X. Xxxxx Material Adverse Effect. Neither X. W. X. Xxxxx nor any X. W. X. Xxxxx Subsidiary is subject to any order, writ, injunction, decree, statute, rule or regulation that would, individually or in the aggregate, reasonably be expected to have a W. P. X. Xxxxx Material Adverse Effect. None of X. W. X. Xxxxx or Merger Sub is subject to any judgment, decree, injunction, rule or order of any Governmental Entity that prohibits or would reasonably be expected to prohibit any of the transactions contemplated hereby or by this Agreement. None of X. W. X. Xxxxx or Merger Mxxxxx Sub has taken any action, nor have any other steps been taken or have any legal proceedings been commenced, nor to the Knowledge of X. W. X. Xxxxx, threatened, against X. W. X. Xxxxx or Merger Mxxxxx Sub, for the winding up, liquidation or dissolution of X. W. X. Xxxxx or Merger Sub.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Corporate Property Associates 18 Global Inc)
Compliance with Applicable Laws; Regulatory Matters. Except for environmental matters, which are addressed in Section 2.2(n), X. X. Xxxxx and the X. X. Xxxxx Subsidiaries hold all permits, licenses, variances, exemptions, orders and approvals of all Governmental Entities necessary for the lawful conduct of their respective businesses (the “X. X. Xxxxx Permits”), except where the failure so to hold such X. X. Xxxxx Permits, individually or in the aggregate, would not reasonably be expected to have a X. X. Xxxxx Material Adverse Effect. X. X. Xxxxx and the X. X. Xxxxx Subsidiaries are in compliance with the terms of the X. X. Xxxxx Permits, except where the failure to so comply, individually or in the aggregate, would not reasonably be expected to have a X. X. Xxxxx Material Adverse Effect. Except as disclosed in the X. X. Xxxxx SEC Documents, the businesses of X. X. Xxxxx and the X. X. Xxxxx Subsidiaries are not being conducted in violation of any Law, except for violations which, individually or in the aggregate, would not reasonably be expected to have a X. X. Xxxxx Material Adverse Effect. No investigation or review by any Governmental Entity with respect to X. X. Xxxxx or any X. X. Xxxxx Subsidiary is pending or, to X. X. Xxxxx’x Knowledge, threatened, other than those the outcome of which, individually or in the aggregate, would not reasonably be expected to have a X. X. Xxxxx Material Adverse Effect. Neither X. X. Xxxxx nor any X. X. Xxxxx Subsidiary is subject to any order, writ, injunction, decree, statute, rule or regulation that would, individually or in the aggregate, reasonably be expected to have a W. P. X. X. Xxxxx Material Adverse Effect. None of X. X. Xxxxx or Merger Sub is subject to any judgment, decree, injunction, rule or order of any Governmental Entity that prohibits or would reasonably be expected to prohibit any of the transactions contemplated hereby or by this Agreement. None of X. X. Xxxxx or Merger Sub has taken any action, nor have any other steps been taken or have any legal proceedings been commenced, nor to the Knowledge of X. X. Xxxxx, threatened, against X. X. Xxxxx or Merger Sub, for the winding up, liquidation or dissolution of X. X. Xxxxx or Merger Sub.
Appears in 1 contract
Samples: Merger Agreement (W. P. Carey Inc.)