Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (a) Except as disclosed in Schedule 3.9(a), Seller has complied in all respects with all Applicable Laws applicable to the Business or the Assets, except for any non-compliance that has not had or would not result in, individually or in the aggregate, a Material Adverse Effect.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (a) Except for items disclosed in Schedule 3.1.9(a), with respect to which Transferor has Adequate Reserves, since the Audited Balance Sheet Date, Transferor has complied in all material respects with all Applicable Laws applicable to the Business or the Assets, and Transferor has not received any notice alleging any such conflict, violation, breach or default.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (i) Except as disclosed in Schedule 3.1(i)(i), MTI has complied in all material respects with all Applicable Laws applicable to the Fuel Cell Business or the Assets, and MTI has not received any notice alleging any such conflict, violation, breach or default.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (a) Except as disclosed in Schedule 3.1.9(a) since February 1, 2006, Seller has complied in all material respects with all Applicable Laws applicable to the Business or the Assets, and Seller has not received any notice alleging any such conflict, violation, breach or default.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (a) Except as disclosed in Schedule 3.1.9(a), Seller has complied in all material respects with all Applicable Laws, and Seller has not received any notice alleging any such conflict, violation, breach or default. (b) Schedule 3.1.9(b) sets forth all Governmental Approvals and other Consents necessary for, or otherwise material to, the conduct of its business. Except as set forth in Schedule 3.1.9(b), all such Governmental Approvals and Consents have been duly obtained and are in full force and effect, and Seller is in compliance with each of such Governmental Approvals and Consents held by it. (c) Schedule 3.1.9(c) sets forth all Contracts with any Governmental Authority. (d) There are no proposed laws, rules, regulations, ordinances, orders, judgments, decrees, governmental takings, condemnations or other proceedings which would be applicable to the business, operations or properties of Seller and which might adversely affect the properties, assets, liabilities, operations or prospects of Seller either before or after the Closing Date. 3.1.10.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts a. Except as disclosed in Schedule 3.1.9(a), USC and each Subsidiary have, to the best of its knowledge, after investigation, complied in all material respects with all Applicable Laws applicable to or otherwise in any manner affecting it, and neither USC nor any Subsidiary has received any notice alleging any failure to so comply. b. Schedule 3.1.9(b) sets forth all Governmental Approvals and other Consents necessary for, or otherwise material to, the conduct of the business of USC and each Subsidiary. Except as set forth in Schedule 3.1.9(b), all such Governmental Approvals and Consents have been duly obtained and are in full force and effect, and, to the best knowledge of USC after investigation, USC and each Subsidiary are in compliance with each of such Governmental Approvals and Consents held by them. c. Neither USC nor any Subsidiary is a party to any Contracts with any Governmental Authority. d. USC has filed with the proper authorities all statements and reports required by the Applicable Laws to which it and its Subsidiaries or any of their employees (because of his or her activities on behalf of his or her employer) is subject.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (a) Except as disclosed in Schedule 3.1.9(a), since August 7, 2001, to the knowledge of MD Industries, MD Industries has complied in all material respects with all laws applicable to the Business or the Assets, and has not received any notice alleging any such conflict, violation, breach or default.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (a) Except as disclosed in Schedule 3.1.9(a), since January 1, 1999, to the best of its knowledge after due inquiry, Medi-Flex has complied in all material respects with all applicable laws applicable to the Business or the Assets, and has not received any notice alleging any such conflict, violation, breach or default.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (a) Except as disclosed on Schedule 3.1.9(a), Seller has complied in all material respects with all, and is not in material violation of any, Applicable Laws applicable to the Truckers Business or the Assets, and Seller has not received any notice alleging any such conflict, violation, breach or default, except in either case where such failure to comply, conflict, violation, breach or default could not reasonably be expected to have a Material Adverse Effect on the Truckers Business or the Assets.
Compliance with Laws; Governmental Approvals and Consents; Governmental Contracts. (a) Except as disclosed in Schedule 3.1.9(a), since January 1, 1996, to the best of its knowledge after due inquiry, Acme has complied in all material respects with all applicable laws applicable to the Business or the Assets, and has not received any notice alleging any such conflict, violation, breach or default.
