Compliance with Law; Licenses. Each Group Company has at all times carried on its business in compliance with all applicable laws and regulations in all material respects. No Group Company nor, to the best knowledge of each Group Company, any of their directors, officers, employees or agents, has committed any criminal offence or any tort or any breach of the requirements or conditions of any statute, treaty, regulation, by-law or other obligation relating to such Group Company or the carrying on of its business. Without prejudice to the generality of the foregoing, each of the Group Companies is duly qualified, licensed or admitted to do business in each jurisdiction in which it currently conducts business and holds all Licenses necessary to the conduct of its business except for those the absence of which would not result in a Material Adverse Effect. All necessary filings and registrations with the relevant PRC Governmental Authorities required in respect of any subsidiary of the Company incorporated under the laws of the PRC have been duly and timely made in accordance with the relevant PRC laws except for those the absence of which would not result in a Material Adverse Effect. In this Agreement, “Licenses” means all licenses, permits, certificates of authority, authorizations, approvals, registrations, filings, franchises and similar consents granted or issued by any Governmental Authority.
Compliance with Law; Licenses. Except as set forth in Schedule 3.12 hereto, to the knowledge of the Seller, the Business is in compliance in all material respects with all applicable laws, rules and regulations, except where the failure to so comply would not have a Business Material Adverse Effect. Except as would not have a Business Material Adverse Effect, to the knowledge of the Seller, the Business has all of the Licenses required for the operation of the Business as conducted as of the date of this Agreement. (This Section 3.12 does not relate to environmental matters, which matters are covered instead exclusively in Section 3.18.)
Compliance with Law; Licenses. (a) The Company and each of its subsidiaries are not, and since January 1, 2018 (the “Applicable Date”) have not been, in material violation of, and are, and since the Applicable Date have been, in compliance with, any Law applicable to the Company or any of its subsidiaries or any of their respective assets, businesses or properties, except for instances of non-compliance that would not have, or reasonably be expected to have, a Material Adverse Effect.
Compliance with Law; Licenses. Comply, and cause each Subsidiary to comply, in all material respects with all Federal, state, local or foreign applicable statutes, rules, regulations and orders, including those relating to terms and conditions of employment, labor relations and collective bargaining, wages and hours, leave laws, workers’ compensation, unemployment compensation, immigration, income tax, notice for plant closings and mass layoffs, occupational safety and health, and equal employment practices.
Compliance with Law; Licenses. Except as would not reasonably be expected to have a Company Material Adverse Effect:
Compliance with Law; Licenses. The Purchased Assets and the operation of the Business are in all respects in compliance with all applicable laws, statutes, ordinances, rules, regulations, permits, licenses and authorizations, including those concerning labor and employment, environmental and tax matters. The Seller holds and has in all respects complied with the permits, licenses and authorizations set forth on Schedule 3.11, which are all of the permits, licenses and authorizations required to conduct the Business and (to the extent they are transferable) are included in the Purchased Assets. Neither the Seller nor the Stockholder has received any notice that any government or governmental authority or instrumentality intends to cancel, terminate or not renew any such permit, license or authorization. 3.12.
Compliance with Law; Licenses. First Party conducts its business in compliance, in all material respects, with all applicable laws, governmental regulations and judicial and administrative decisions and no notice or warning asserting the lack of such compliance has been received. All licenses or permits issued by any governmental authority which are necessary for the operation of the business of First Party have been obtained and are currently in full force and effect.
Compliance with Law; Licenses. To Seller's Knowledge, Seller is not operating the Business in violation of any applicable federal, state or municipal laws, regulations or ordinances, the violation of which would have a Material Adverse Effect. Seller possesses all licenses and other required governmental or official approvals, permits, consents and authorizations required for the operation of the Business, except to the extent failure to possess such license, approval, permit, consent or authorization would not have a Material Adverse Effect.
Compliance with Law; Licenses. To Sellers' Knowledge, Montclair LLC, Columbus and Greystone are not operating the Businesses in violation of any applicable state or municipal laws, regulations or ordinances, the violation of which would have a Material Adverse Effect. To Sellers' Knowledge, Montclair LLC, Columbus and Greystone possess all licenses and other required governmental or official approvals, permits, consents and authorizations required for the operation of the Businesses, except to the extent failure to possess such license, approval, permit, consent or authorization would not have a Material Adverse Effect.
