Compliance with Laws; Authorizations Sample Clauses

Compliance with Laws; Authorizations. Except that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, each Credit Party and each Subsidiary of a Credit Party: (a) shall comply with all Applicable Laws and (b) obtain all requisite governmental licenses, authorizations, consents and approvals to operate its business as currently conducted.
AutoNDA by SimpleDocs
Compliance with Laws; Authorizations. Each Credit Party and each of its Subsidiaries (a) has complied and is complying with all Applicable Laws, (b) is in possession of and has all requisite Permits, governmental licenses, authorizations, consents and approvals required under Applicable Laws and (c) to the extent due and owing has fully paid all applicable user fees, to operate its business and relating to the Credit Party’s Products as currently conducted except, in each case, to the extent that failure to do so could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Compliance with Laws; Authorizations. Except as, individually or in the aggregate, has not had, and would not reasonably be expected to have, a Company Material Adverse Effect, the Company and its Subsidiaries are, and since January 1, 2016 have been, in compliance in all material respects with all Laws applicable to the Company or its Subsidiaries or by which they or their respective businesses, assets or properties is bound. Since January 1, 2016 through the date hereof, the Company has not received any written notice or written notification issued by a Governmental Authority stating that the Company or any of its Subsidiaries is not in material compliance with any Law. The Company and each of its Subsidiaries (a) have all approvals, authorizations, certificates, registrations, licenses, exemptions, variances, clearances, commissions, permits, consents, permissions, qualifications, orders and other rights from, and have made all declarations, notices, and filings with, all applicable Governmental Authorities (collectively, “Authorizations”) necessary for them to lawfully own, lease and operate their respective properties and assets and conduct their respective businesses as presently conducted, and all such Authorizations are in full force and effect, (b) are not subject to any Action that could result in any modification, termination or revocation of any Authorization and, to the Company’s Knowledge, no suspension or cancellation of any such Authorizations is threatened and (c) are in compliance with the terms and requirements of all Authorizations, except for such Authorizations the absence or the failure of which to be in full force and effect, the modification, termination or revocation of, suspension or cancellation of, or non-compliance with, has not had, and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. This Section 2.13 does not relate to environmental matters, which are the subject of Section 2.12, employee benefit matters, which are the subject of Section 2.10, Taxes, which are the subject of Section 2.11, anti-corruption matters, which are the subject of Section 2.14 or regulatory/health law compliance matters, which are the subject of Section 2.15.
Compliance with Laws; Authorizations. Except as disclosed in Item 6.14 of the Disclosure Schedule, the Borrower and its Subsidiaries have complied in all material respects with all applicable statutes, rules, regulations, orders and restrictions of any Governmental Authority having jurisdiction over the conduct of its businesses or the ownership of its properties, including Environmental Laws except to the extent such compliance could not reasonably be expected to have a Material Adverse Effect. Neither the Borrower nor any of its Subsidiaries has received any notice to the effect that its operations are not in material compliance with any of the requirements of applicable federal, state and local environmental, health and safety statutes and regulations or are the subject of any federal or state investigation evaluating whether any remedial action is needed to respond to a release of any toxic or hazardous waste or substance into the environment, which non-compliance or remedial action could be reasonably expected to have a Material Adverse Effect. The Borrower and its Subsidiaries have obtained all authorizations necessary and appropriate to own and operate their businesses and all such authorizations are in full force and effect, except where the failure to so obtain such authorizations or to so keep such authorizations in full force and effect could not be reasonably expected to have a Material Adverse Effect.
Compliance with Laws; Authorizations. In performing this Agreement, each Party shall (i) comply with all Applicable Laws and (ii) obtain all releases, licenses, permits or other authorization required by any Regulatory Agency.
Compliance with Laws; Authorizations. (a) The Company and each of its Subsidiaries have complied with each, and are not in violation of, any law, statute, regulation, rule, ordinance or order (“Laws”) to which the Company or any of its Subsidiaries or their businesses, operations, employees, assets or properties are or have been subject. No event has occurred or circumstances exist that (with or without the passage of time or the giving of notice) may result in a violation of, conflict with or failure on the part of the Company or any of its Subsidiaries to comply with, any Law. Neither the Company nor any of its Subsidiaries has received notice regarding any violation of, conflict with, or failure to comply with, any Law. The execution, delivery, and performance of this Agreement and the other Closing Documents by the Company, and the sale, issuance and delivery of the Securities pursuant hereto will not, with or without the passage of time or giving of notice, result in any such violation, or be in conflict with or constitute a default under any Law. (b) The Company and each of its Subsidiaries owns, holds, possesses or lawfully uses in the operation of their respective business all franchises, licenses, permits and registrations (“Authorizations”) which are required or otherwise necessary for them to conduct their business as currently conducted or as proposed to be conducted or for the ownership and use of the assets owned or used by them in the conduct of their business, free and clear of all Liens. Such Authorizations are valid and in full force and effect and none of such Authorizations will be terminated or impaired or become terminable as a result of the transactions contemplated by this Agreement or the other Closing Documents. All Authorizations are listed in Schedule 4.15(b). No event has occurred or circumstances exist that (with or without the passage of time or the giving of notice) may result in a violation of, conflict with, failure on the part of the Company or any of its Subsidiaries to comply with the terms of, or the revocation, withdrawal, termination, cancellation, suspension or modification of any Authorization. Neither the Company nor any of its Subsidiaries has received notice regarding any violation of, conflict with, failure to comply with the terms of, or any revocation, withdrawal, termination, cancellation, suspension or modification of, any Authorization. Neither the Company nor any of its Subsidiaries is in default or has received notice of any claim of default...
Compliance with Laws; Authorizations. Such Borrower shall (i) comply in all material respects with all Applicable Laws and all Contractual Obligations and (ii) obtain, maintain and keep in full force and effect all Governmental Authorizations, Private Authorizations and Governmental Filings which are necessary to properly carry out its business and the transactions contemplated to be performed by it under the Facility Documents to which it is a party and its Constituent Documents.
AutoNDA by SimpleDocs
Compliance with Laws; Authorizations. (a) The Company and each of its Subsidiaries have complied with each, and are not in violation of, any law, statute, regulation, rule, ordinance or order (collectively, “Laws”) to which the Company or any of its Subsidiaries or their businesses, operations, employees, assets or properties are or have been subject, including but not limited to any Laws which apply to the manufacture, distribution and/or export of succinic acid, modified PBS and other related polymers and/or formulations thereof. No event has occurred or circumstances exist that (with or without the passage of time or the giving of notice) may result in a violation of, conflict with or failure on the part of the Company or any of its Subsidiaries to comply with, any Law. Neither the Company nor any of its Subsidiaries has received notice regarding any violation of, conflict with, or failure to comply with, any Law. The execution, delivery, and performance of this Agreement and the other Closing Documents by the Company, and the sale, issuance and delivery of the Securities pursuant hereto will not, with or without the passage of time or giving of notice, result in any such violation, or be in conflict with or constitute a default under any Law. (b) The Company and each of its Subsidiaries owns, holds, possesses or lawfully uses in the operation of their respective business all franchises, licenses, permits and registrations (collectively, “Authorizations”) which are required or otherwise necessary for them to conduct their business as currently conducted or as proposed to be conducted or for the ownership and use of the assets owned or used by them in the conduct of their business, free and clear of all Liens. Such Authorizations are valid and in full force and effect and none of such Authorizations will be terminated or impaired or become terminable as a result of the transactions contemplated by this Agreement or the other Closing Documents. All Authorizations are listed in Schedule 3.15(b). No event has occurred or circumstances exist that (with or without the passage of time or the giving of notice) may result in a violation of, conflict with, failure on the part of the Company or any of its Subsidiaries to comply with the terms of, or the revocation, withdrawal, termination, cancellation, suspension or modification of any Authorization. Neither the Company nor any of its Subsidiaries has received notice regarding any violation of, conflict with, failure to comply with the terms of, or a...
Compliance with Laws; Authorizations. Each Party covenants that at all times during the Term it will comply with all Legal Requirements or other legal or regulatory determinations of any Governmental Body applicable to it or its properties, and shall obtain, maintain and keep in force all Approvals necessary for it to perform its obligations under this Agreement. Each Party further covenants that to the extent any requirement in this Agreement with respect to the Gas Collection Systems, the Condensate Control, Treatment and Disposal System, or the Leachate Control, Treatment and Disposal System conflicts with applicable Legal Requirements, the Legal Requirements will govern.
Compliance with Laws; Authorizations. (a) The operation of the Business and the Purchased Subsidiaries and their Subsidiaries are, and since January 1, 2009 have been, in compliance in all material respects with all Laws to which such Purchased Subsidiaries and their Subsidiaries are subject. The shares or equivalent securities issued by the Indian Company to a non-resident shareholder at any time since the date of its incorporation are in compliance in all material respects with FEMA and any other Law prescribed by the Reserve Bank of India from time to time and applicable to the Purchased Subsidiaries or any of their Subsidiaries. (b) Schedule 3.16 sets forth, as of the date of this Agreement, all Authorizations issued or granted to any Purchased Subsidiary or any of its Subsidiaries which are material to the operation of the Business. Except as set forth on Schedule 3.16, each Purchased Subsidiary and its Subsidiaries does, and immediately following the Closing, each Purchased Subsidiary and/or its Subsidiaries will, own, hold, possess or lawfully use in the operation of the Business all Authorizations set forth on Schedule 3.16, and all such Authorizations are valid and in full force and effect. The Indian Company has obtained all consents and approvals of and furnished and carried out all notices, filings or registrations as are applicable or required pursuant to any applicable Law or regulation for the buyback of shares or equivalent securities undertaken by the Indian Company on October 31, 2007.
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!