Compliance with Laws; Actions Clause Samples
The "Compliance with Laws; Actions" clause requires parties to adhere to all applicable laws, regulations, and legal requirements in the performance of their obligations under the agreement. This typically means that each party must ensure their activities, products, or services do not violate any local, state, or federal laws, and may also obligate them to take corrective actions if a legal issue arises. The core function of this clause is to allocate responsibility for legal compliance, thereby reducing the risk of unlawful conduct and protecting both parties from potential legal liabilities.
Compliance with Laws; Actions. Neither the execution and delivery by the Borrower of this Loan Agreement or any instruments required thereby, nor compliance with the terms and provisions of any such documents by the lender, constitutes a violation of any provision of any law or any regulation, order, writ, injunction or decree of any court or governmental instrumentality, or an event of default under any agreement, to which the Borrower is a party, to which the Borrower is bound or to which the Borrower is subject, which violation or event of default would have a material adverse effect on the Borrower. There is no action or proceeding pending or threatened against either the ESOP or the Borrower before any court or administrative agency.
Compliance with Laws; Actions. Neither the execution and delivery by the Lender of this Loan Agreement or any instruments required thereby, nor compliance with the terms and provisions of any such documents by the Lender, constitutes a violation of any provision of any law or any regulation, order, writ, injunction or decree of any court or governmental instrumentality, or an event of default under any agreement, to which the Lender is a party or by which the Lender is bound or to which the Lender is subject, which violation or event of default would have a material adverse effect on the Lender. There is no action or proceeding pending or threatened against either of the ESOP or the Borrower before any court or administrative agency.
Compliance with Laws; Actions. Neither the execution and delivery by the Borrower of this Loan Agreement or any instruments required thereby, nor compliance with the terms and provisions of any such documents by the lender, constitutes a violation of any provision of any law or any regulation, order, writ, injunction or decree or any court or governmental instrumentality, or an event of default under any agreement, to which the Borrower is a party of which the Borrower is bound or to which the Borrower is subject, which violation or event of default would have a material adverse effect on the Borrower. There is no action or proceeding pending or threatened against either the ESOP or the Borrower before any court or administrative agency. ARTICLE IV ---------- REPRESENTATIONS AND WARRANTIES OF THE LENDER -------------------------------------------- The Lender hereby represents and warrants to the Borrower as follows:
Compliance with Laws; Actions. Other than as would not reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect, Parent (i) has complied in all respects with, is not in violation in any respect of, Applicable Law and (ii) has not received any written notices of violation with respect to, Applicable Law. Other than as would not reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect, Parent is in compliance with the applicable listing and corporate governance rules and regulations of the NYSE. Other than as would not reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect, as of the Agreement Date, (i) there is no Action pending, or to the knowledge of Parent, threatened in writing against Parent or any of its Subsidiaries or any of their assets or properties (or to the knowledge of Parent, against any officer, director, employee, consultant, contractor or agent of any such Person in their capacity as such or relating to their employment, services or relationship with such Person) before any Governmental Body, arbitrator or mediator and (ii) there is no Order outstanding against any Parent or any of its Subsidiaries or any of their assets or properties (or to the knowledge of Parent, against any officer, director, employee, consultant, contractor or agent of any such Person in their capacity as such or relating to their employment, services or relationship with such Person).
Compliance with Laws; Actions. To the knowledge of the Trustee, neither the execution and delivery by the Borrower of this Loan Agreement or any instruments required thereby, nor compliance with the terms and provisions of any such documents by the Lender, constitutes a violation of any provision of any law or any regulation, order, writ, injunction or decree of any court or governmental instrumentality, or an event of default under any agreement, to which the Borrower is a party, to which the Borrower is bound or to which the Borrower is subject, which violation or event of default would have a material adverse effect on the Borrower. There is no action or proceeding pending or, to the knowledge of the Trustee, threatened against either the ESOP or the Borrower before any court or administrative agency.
Compliance with Laws; Actions. Other than as would not reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect, Parent (i) has complied in all respects with, is not in violation in any respect of, Applicable Law and (ii) has not received any written notices of violation with respect to, Applicable Law. Other than as would not reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect, Parent is in compliance with the applicable listing and corporate governance rules and regulations of the NYSE. Other than as would not reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect, as of the Agreement Date, (i) there is no Action pending, or to the knowledge of Parent, threatened in writing against Parent or any of its Subsidiaries or any of their assets or properties (or to the knowledge of Parent, against any officer, director, employee, consultant, contractor or agent of any such Person in their capacity as such or relating to their employment, services or relationship with such Person) before any Governmental Body, arbitrator or mediator and (ii) there is no Order outstanding against any Parent or any of its Subsidiaries or any of their assets or properties (or to the knowledge of Parent, against any officer, director, employee, consultant, contractor or agent of any such Person in their capacity as such or relating to their employment, services or relationship with such Person).
Compliance with Laws; Actions. To the knowledge of the Trustee, neither the execution and delivery by the Borrower of this Loan Agreement or any instruments required thereby, nor compliance with the terms and provisions of any such documents by the Lender, constitutes a violation of any provision of any law or any regulation, order, writ, injunction or decree of any court or governmental instrumentality, or an event of default under any agreement, to which the Borrower is a party, to which the Borrower is bound or to which the Borrower is subject, which violation or event of default would have a material adverse effect on the Borrower. There is no action or proceeding pending or, to the knowledge of the Trustee, threatened against either the ESOP or the Borrower before any court or administrative agency.