Common use of Compliance with Laws and Agreements Clause in Contracts

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary of its Subsidiaries is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Each of the Borrower and each Subsidiary the Subsidiaries is in compliance with (a) its Organizational Documents, (b) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (bc) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except except, in the case of clauses (b) and (c) of this Section, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all applicable laws, rules, regulations, judgments, decrees orders and orders rulings of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except in either case where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (bc) all indentures, indentures and other agreements or other and instruments evidencing Material Indebtedness binding upon it or its propertiesproperty, except except, in each case, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary Guarantor is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The To the best of its actual knowledge, the Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law applicable to it or its property, its Organizational Documents and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Each Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) its Tariff, all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsLaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each Borrower and each Subsidiary of their Subsidiaries is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to each of them and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-the failure to be in compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each of the Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Each of the Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Each Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indenturesMaterial Agreements, agreements or other instruments binding upon it or its propertiesexcept, except in the case of each of clauses (a) and (b), where non-compliancenon‑compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Charter Documents, Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all material indentures, material agreements or other material instruments binding upon it or its properties, except in each case where non-compliance, either singly or in the aggregate, compliance could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its Property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesProperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default or Borrowing Base Deficiency has occurred and is continuing.

Compliance with Laws and Agreements. The Each Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsLaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and laws, including all judgments, decrees and orders of any Governmental Authority Authorities, applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to comply, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Each of the Borrower and each Restricted Subsidiary is in compliance with (a) its Organizational Documents, (b) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (bc) all indentures, indentures and other agreements or other and instruments binding upon it or its propertiesproperty, except except, in the case of clauses (b) and (c) of this Section, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments (including but not limited to the Material Contracts) binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Borrower has obtained all Permits necessary or appropriate related to the present stage of construction of the Project.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, including all applicable Health Care Laws, and (b) all indentures, agreements or other instruments binding upon it or its properties, except except, in each case, where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it them or its their properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and laws, including all judgments, decrees and orders of any Governmental Authority Authorities, applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to comply with any such laws, either singly orders, indentures, agreements or other instruments, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law applicable laws (including without limitation all Environmental Laws and all judgmentsfederal and state banking statutes) and all rules, decrees regulations (including without limitation all federal and state banking regulations) and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliancecompliance with either of subsections (a) or (b), either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each Borrower and each Restricted Subsidiary is in compliance with (a) all Organizational Documents of such Person, all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (b) all indentures, indentures and other agreements or other and instruments binding upon it or its propertiesproperty, except except, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary of its Restricted Subsidiaries is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except in the case of each of clause (a) and (b) where non-compliance, either singly individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-non- compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each of Parent, the Borrower and each Restricted Subsidiary is in compliance with (a) its Organizational Documents, (b) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (bc) all indentures, indentures and other agreements or other and instruments binding upon it or its propertiesproperty, except except, in the case of clauses (b) and (c) of this Section, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, the Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect,.

Compliance with Laws and Agreements. The Each of the Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance in all respects with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to them or their properties and (b) all indentures, agreements or and other instruments binding upon it them or its their properties, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law Applicable Laws and all judgments, decrees and orders of any Governmental Authority Body and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except except, in either case, where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except except, in each case, where non-compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each Borrower and each Subsidiary is in compliance with (a) all Requirements material requirements of Law law and all judgments, decrees and orders of any Governmental Authority governmental authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (b) all indentures, indentures and other agreements or other and instruments binding upon it or its propertiesproperty (other than, except in the case of a Debtor, any Prepetition Indebtedness), except, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary (other than Epsilon) is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law Law, applicable to it or its property and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to comply with any such laws, either singly orders, indentures, agreements or other instruments, individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all material indentures, material agreements or other material instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse EffectEffect (excluding the effects of the matters as described in the Disclosed Items).

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default (determined after giving effect to this Agreement) has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and laws, including all judgments, decrees and orders of any Governmental Authority Authorities, applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to comply, either singly individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law Laws and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indenturesMaterial Agreements, agreements or other instruments binding upon it or its propertiesexcept, except in the case of each of clauses (a) and (b), where non-non- compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (ai) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (bii) all indentures, indentures and other agreements or other and instruments evidencing Material Indebtedness binding upon it or its propertiesproperty, except except, in each case, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) its Organizational Documents, (b) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (bc) all indentures, indentures and other agreements or other and instruments binding upon it or its propertiesproperty, except except, in the case of clauses (b) and (c) of this Section, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each Borrower and each Restricted Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indenturesMaterial Agreements, agreements or other instruments binding upon it or its propertiesexcept, except in the case of each of clauses (a) and (b), where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower Borrower, each Loan Party, and to the best of Borrower’s knowledge, each Subsidiary of Borrower is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indenturesMaterial Agreements, agreements or other instruments binding upon it or its propertiesexcept, except in the case of each of clauses (a) and (b), where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Significant Subsidiary is are in compliance with all applicable laws (a) all Requirements of Law including without limitation Environmental Laws, Tax laws and all judgmentsERISA), decrees regulations and orders of any Governmental Authority governmental authority and (b) all indentures, agreements or and other instruments binding upon it or its propertiesto which any of them is a party, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary (a) is in compliance in all material respects with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) is in compliance with all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary Guarantor is in compliance with (a) all material Requirements of Law in all material respects and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default or Event of Default has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in material compliance with (a) all Requirements of Law applicable laws (including without limitation all Environmental Laws and all judgmentsfederal and state banking statutes) and all rules, decrees regulations (including without limitation all banking regulations) and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The To the best of its actual knowledge, the Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-non- compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower Each of the Borrowers and each Restricted Subsidiary is in compliance with (a) all Organizational Documents of such Person, all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except except, in each case, where non-compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliancecompliance with the provisions of 4.6 (a) or (b), either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower Borrowers and each Subsidiary is are in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indenturesMaterial Contracts, agreements or other instruments binding upon it or its propertiesexcept, except in either case, where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The No Default ----------------------------------------------- Each of the Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effecteffect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law applicable laws (including without limitation all federal and state banking statutes) and all judgmentsrules, decrees regulations (including without limitation all federal and state banking regulations) and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except in each case where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each of Holdings, International, the Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except except, in each case, where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Material Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-the failure to be in compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The ----------------------------------- Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Restricted Subsidiary is in compliance with (a) all Organizational Documents of such Person, all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is are in compliance with (a) all applicable Requirements of Law and all judgmentsLaw, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and laws, including all judgments, decrees and orders of any Governmental Authority Authorities, applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to comply, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse EffectEffect (except that no representation is made with respect to any such failure to comply that has been specifically disclosed in the SEC Reports).

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all material indentures, material agreements or other material instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Except as set forth on Schedule 4.6, the Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliancecompliance with the provisions of 4.6 (a) or (b), either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower Each of the Borrowers and each Subsidiary is in compliance with (a) its Organizational Documents, (b) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority applicable to it or its property and (bc) all indentures, indentures and other agreements or other and instruments binding upon it or its propertiesproperty, except except, in the case of clauses (b) and (c) of this Section, where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments (including but not limited to the Material Contracts) binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.. Borrower has obtained all Permits necessary or appropriate related to the present stage of construction of the Permitted Construction

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where such non-compliancecompliance that, either singly or in the aggregate, could not reasonably would be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower Each of the Borrowers and each Subsidiary is are in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it them or its their properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law applicable to it or its property, its Organizational Documents and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except in each case where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The (a) Holdings, the Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and Laws, including all judgments, decrees and orders of any Governmental Authority Authorities, applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to comply, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations, judgments and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Each of Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentslaws, decrees regulations and orders of any Governmental Authority applicable to it or its property and (b) all indentures, agreements or and other instruments binding upon it or its propertiesproperty, except where non-compliancethe failure to do so, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except Except where ----------------------------------- non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, the Borrower and each Consolidated Subsidiary is in compliance with (a) all applicable laws, rules, regulations and orders of any Governmental Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties.

Compliance with Laws and Agreements. The Borrower and each Subsidiary of its Subsidiaries is in compliance with (a) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except except, in each case, where non-compliance, either singly individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements applicable laws (including without limitation, to the best of Law their knowledge, all Environmental Laws) and all judgmentsrules, decrees regulations (including without limitation all banking regulations) and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is are in compliance with (a) all applicable Requirements of Law and (including, without limitation, those of all judgmentsapplicable Insurance Regulatory Authorities), decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) its Organizational Documents in all material respects, (b) all Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon applicable to it or its propertiesproperty, except where other than any non-compliancecompliance that could not, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, and (c) all indentures, agreements and other instruments binding upon it or its property in all material respects. No Default has occurred and is continuing.

Compliance with Laws and Agreements. The Borrower and ----------------------------------- each Subsidiary is in compliance with (a) all Requirements of Law and all judgmentsapplicable laws, decrees rules, regulations and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law applicable laws (including without limitation all Environmental Laws and all judgmentsfederal and state banking statutes) and all rules, decrees regulations (including without limitation all federal and state banking regulations) and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except in each case where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law applicable laws (including without limitation all federal and state banking statutes) and all judgmentsrules, decrees regulations (including without limitation all applicable federal and state banking regulations) and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law applicable laws (including without limitation all Environmental Laws and all judgmentsfederal and state banking statutes) and all rules, decrees regulations (including without limitation all banking regulations) and orders of any Governmental Authority Authority, and (b) all indentures, agreements or other instruments binding upon it or its properties, except where non-compliance, either singly or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. The Borrower and each Subsidiary is in compliance with (a) all Requirements of Law Laws (including, without limitation, Food Laws) and all judgments, decrees and orders of any Governmental Authority and (b) all indentures, agreements or other instruments binding upon it or its properties, except except, in each case of clauses (a) and (b), where non-compliance, either singly individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.