Common use of Compliance with Laws and Regulation Clause in Contracts

Compliance with Laws and Regulation. 6.1 The Company is entitled to carry on the business now carried on by it without conflict with any valid right of any person, firm or company and the Company has conducted its business in accordance with all applicable laws and regulations of the United Kingdom or any foreign country and there is no violation of, or default with respect to, any settlement agreement, statue, regulation, order, decree or judgment of any court or any governmental agency of the United Kingdom or any foreign country which may have a material adverse effect upon the assets or business of the Company. 6.2 All necessary licences, consents, permits and authorisations (public or private) have been obtained by the Company to enable the Company to carry on its business effectively in the places and in the manner in which such business is now carried on and all such licences, consents, permits and authorisations are valid and subsisting and the Warrantors know of no reason why any of them should be suspended, cancelled or revoked. 6.3 Neither the Company, nor any person for whose acts or defaults the Company is vicariously liable, is subject to any outstanding order, decree or court stipulation or involved in any civil, criminal, administrative, regulatory or arbitration proceedings or any form of mediation or dispute resolution procedure. 6.4 No such order, decree, stipulation, proceedings or procedure as is referred to in paragraph 6.3 are pending or threatened by or against the Company or any such person and, so far as the Warrantors are aware, there are no facts or circumstances which are likely to lead to any such order, decree, stipulation, proceedings or procedure and no person or authority has made any statement suggesting that he or it might initiate such order, decree, stipulation, proceedings or procedure. 6.5 The Company has at all times conducted its business in accordance with Anti-Corruption Laws and the Anti-Terrorism and Anti-Money Laundering Laws and there is no, and has never been any: 6.5.1 violation of or default; 6.5.2 order, decree or judgment of any court or any governmental agency; or 6.5.3 enquiry, investigation, reference, notification, proceeding, report or decision (in each case) whether in the United Kingdom or elsewhere, with respect to any such laws, regulations or conventions in relation to the assets or business of the Company or any of its officers, employees or agents.

Appears in 1 contract

Samples: Share Purchase Agreement (Upland Software, Inc.)

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Compliance with Laws and Regulation. 6.1 The Company is entitled to carry on the business now carried on by it without conflict with any valid right of any person, firm or company and the Company has conducted its business in accordance with all applicable laws and regulations of the United Kingdom or any foreign country and there is no violation of, or default with respect to, any settlement agreement, statue, regulation, order, decree or judgment of any court or any governmental agency of the United Kingdom or any foreign country which may have a material adverse effect upon the assets or business of the Company. 6.2 All necessary licences, consents, permits and authorisations (public or private) have been obtained by the Company to enable the Company to carry on its business effectively in the places and in the manner in which such business is now carried on and all such licences, consents, permits and authorisations are valid and subsisting and the Warrantors know of no reason why any of them should be suspended, cancelled or revoked. 6.3 None of the activities, contracts or rights of the Company is ultra xxxxx, unauthorised, invalid or unenforceable or in breach of any contract or covenant and all documents in the enforcement of which the Company may be interested are valid and have been duly stamped. 6.4 Neither the Company, nor any person for whose acts or defaults the Company is may be vicariously liable, is subject to any outstanding order, decree or court stipulation or involved in any civil, criminal, administrative, regulatory or arbitration proceedings or any form of mediation or dispute resolution procedure. 6.4 6.5 No such order, decree, stipulation, proceedings or procedure as is referred to in paragraph 6.3 6.4 are pending or threatened by or against the Company or any such person and, so far as the Warrantors are aware, there are no facts or circumstances which are likely to lead to any such order, decree, stipulation, proceedings or procedure and no person or authority has made any statement suggesting that he or it they might initiate such order, decree, stipulation, proceedings or procedure. 6.5 6.6 The Company has at all times conducted its business in accordance with Anti-Corruption Laws and Laws, the Anti-Terrorism and Anti-Money Laundering Laws and the Sanctions and Export Control Laws and there is no, and has never been any: 6.5.1 6.6.1 violation of or default; 6.5.2 6.6.2 order, decree or judgment of any court or any governmental agency; or 6.5.3 6.6.3 enquiry, investigation, reference, notification, proceeding, report or decision (in each case) whether in the United Kingdom or elsewhere, with respect to any such laws, regulations or conventions in relation to the assets or business of the Company or any of its officers, employees or agents.

Appears in 1 contract

Samples: Share Purchase Agreement (Quantum Corp /De/)

Compliance with Laws and Regulation. 6.1 The Company is entitled to carry on the business now carried on by it without conflict with any valid right of any person, firm or company and the Company has conducted its business in accordance with all applicable laws and regulations of Ireland, Germany, Switzerland, the United Kingdom or any foreign country and the United States as applicable and there is no violation of, or default with respect to, any settlement agreement, statuestatute, regulation, order, decree or judgment of any court Court or any governmental agency of Ireland, the United Kingdom or the United States or any foreign country which may have a material an adverse effect upon the assets or business of the Company. 6.2 All necessary licences, consents, permits and authorisations (public or private) have been obtained by the Company to enable the Company to carry on its business effectively in the places and in the manner in which such business is now carried on and all such licences, consents, permits and authorisations are valid and subsisting and the Warrantors know of no reason why any of them should be suspended, cancelled or revoked. 6.3 None of the activities, contracts or rights of the Company is ultra xxxxx, unauthorised, invalid or unenforceable or in breach of any contract or covenant and all documents in the enforcement of which the Company may be interested are valid and have been duly stamped. 6.4 Neither the Company, nor nor, so far as the Warrantors are aware, any person for whose acts or defaults the Company is may be vicariously liable, is subject to any outstanding order, decree or court stipulation or involved in any civil, criminal, administrative, regulatory or arbitration proceedings or any form of mediation or dispute resolution procedure. 6.4 6.5 No such order, decree, stipulation, proceedings or procedure as is referred to in paragraph 6.3 ‎6.4 are pending or threatened by or against the Company or any such person and, so far as the Warrantors are aware, there are no facts or circumstances which are likely to lead to any such order, decree, stipulation, proceedings or procedure and no person or authority has made any statement suggesting that he or it might initiate such order, decree, stipulation, proceedings or procedure. 6.5 6.6 The Company has at all times conducted its business in accordance with Anti-Corruption Laws and the Anti-Terrorism and Anti-Money Laundering Laws and there is no, and has never been any: 6.5.1 6.6.1 violation of or default; 6.5.2 6.6.2 order, decree or judgment of any court or any governmental agency; or 6.5.3 6.6.3 enquiry, investigation, reference, notification, proceeding, report or decision (in each case) whether in Ireland, the United Kingdom Kingdom, the United States or elsewhere, with respect to any such laws, regulations or conventions in relation to the assets or business of the Company or any of its officers, employees or agents.

Appears in 1 contract

Samples: Share Purchase Agreement (Upland Software, Inc.)

Compliance with Laws and Regulation. 6.1 The Company is entitled to carry on the business now carried on by it without conflict with any valid right of any person, firm or company and the Company has conducted its business in accordance with all applicable laws and regulations of the United Kingdom or any foreign country and there is no violation of, or default with respect to, any settlement agreement, statuestatute, regulation, order, decree or judgment of any court Court or any governmental agency of the United Kingdom or any foreign country which may have a material adverse effect upon the assets or business of the Company. 6.2 All necessary licences, consents, permits and authorisations (public or private) have been obtained by the Company to enable the Company to carry on its business effectively in the places and in the manner in which such business is now carried on and all such licences, consents, permits and authorisations are valid and subsisting and the Warrantors know Company knows of no reason why any of them should be suspended, cancelled or revoked. 6.3 None of the activities, contracts or rights of the Company is ultra xxxxx, unauthorised, invalid or unenforceable or in breach of any material contract or covenant. 6.4 Neither the Company, nor nor, so far as the Company is aware, any person for whose acts or defaults the Company is may be vicariously liable, is subject to any outstanding order, decree or court stipulation or involved in any civil, criminal, administrative, regulatory or arbitration proceedings or any form of mediation or dispute resolution procedure. 6.4 6.5 No such order, decree, stipulation, proceedings or procedure as is referred to in paragraph 6.3 6.4 are pending or threatened by or against the Company or or, so far as the Company is aware, any such person and, so far as the Warrantors are Company is aware, there are no facts or circumstances which are likely to lead to any such order, decree, stipulation, proceedings or procedure and no person or authority has made any statement suggesting that he or it might initiate such order, decree, stipulation, proceedings or procedure. 6.5 The Company has at all times conducted its business in accordance with Anti-Corruption Laws and the Anti-Terrorism and Anti-Money Laundering Laws and there is no, and has never been any: 6.5.1 violation of or default; 6.5.2 order, decree or judgment of any court or any governmental agency; or 6.5.3 enquiry, investigation, reference, notification, proceeding, report or decision (in each case) whether in the United Kingdom or elsewhere, with respect to any such laws, regulations or conventions in relation to the assets or business of the Company or any of its officers, employees or agents.

Appears in 1 contract

Samples: Share Purchase Agreement (EGAIN Corp)

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Compliance with Laws and Regulation. 6.1 The Company is entitled to carry on the business now carried on by it without conflict with any valid right of any person, firm or company and the Company has conducted its business in accordance with all applicable laws and regulations of the United Kingdom or any foreign country in which it has operated and there is no violation of, or default with respect to, any settlement agreement, statuestatute, regulation, order, decree or judgment of any court Court or any governmental agency of the United Kingdom or any foreign country in which it has operated which may have a material an adverse effect upon the assets or business of the Company. 6.2 All necessary licences, consents, permits and authorisations (public or private) have been obtained by the Company to enable the Company to carry on its business effectively in the places and in the manner in which such business is now carried on and all such licences, consents, permits and authorisations are valid and subsisting and the Warrantors Sellers know of no reason why any of them should be suspended, cancelled or revoked. 6.3 So far as the Sellers are aware none of the activities, contracts or rights of the Company is ultra xxxxx, unauthorised, invalid or unenforceable or in breach of any contract or covenant on the part of any counterparty to such activities, contracts or rights and all documents in the enforcement of which the Company may be interested are valid and have been duly stamped. 6.4 Neither the Company, nor so far as the Sellers are aware any person for whose acts or defaults the Company is may be vicariously liable, is subject to any outstanding order, decree or court stipulation or involved in any civil, criminal, administrative, regulatory or arbitration proceedings or any form of mediation or dispute resolution procedure. 6.4 6.5 No such order, decree, stipulation, proceedings or procedure as is referred to in paragraph 6.3 6.4 are pending or threatened in writing by or against the Company or any such person and, so far as the Warrantors Sellers are aware, there are no facts or circumstances which are likely to lead to any such order, decree, stipulation, proceedings or procedure and no person or authority has made any statement suggesting notified the Company that he or it might initiate such order, decree, stipulation, proceedings or procedure. 6.5 6.6 The Company has at all times conducted its business in accordance with Anti-Corruption Laws and the Anti-Terrorism and Anti-Money Laundering Laws and there is no, and has never been any: 6.5.1 6.6.1 violation of or default; 6.5.2 6.6.2 order, decree or judgment of any court or any governmental agency; or 6.5.3 6.6.3 so far as the Sellers are aware, enquiry, investigation, reference, notification, proceeding, report or decision decision, (in each case) whether in the United Kingdom or elsewhere, with respect to any such laws, regulations or conventions in relation to the assets or business of the Company or or, so far as the Sellers are aware, any of its officers, employees or agents.

Appears in 1 contract

Samples: Share Purchase Agreement (Upland Software, Inc.)

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