Common use of Compliance with Laws; Licenses Clause in Contracts

Compliance with Laws; Licenses. The businesses of each of the Debtor and its Subsidiaries have not, since December 31, 2014, been, and are not being, conducted in violation of any federal, state, local or foreign law, statute or ordinance, common law, or any rule, regulation, standard, Order, agency requirement, license or permit of any Governmental Entity (collectively, “Laws”), except for violations that, individually or in the aggregate, are not reasonably likely to have a Material Adverse Effect. To the Knowledge of the Debtor, as of the date of this Agreement, no investigation by any Governmental Entity with respect to any actual or alleged violation of Law by the Debtor or any of its Subsidiaries is pending or threatened in writing, nor has any Governmental Entity notified the Debtor in writing of an intention to conduct the same, except for such investigations or reviews the outcome of which are not, individually or in the aggregate, reasonably likely to have a Material Adverse Effect. The Debtor and its Subsidiaries each has obtained and is in compliance with all permits, licenses, certifications, approvals, registrations, consents, authorizations, franchises, variances, exemptions and orders issued or granted by a Governmental Entity (“Licenses”) necessary to conduct its business as presently conducted, except those failures or the absence of which would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Alternative Plan Sponsor Agreement, Plan Sponsor Agreement, Alternative Plan Sponsor Agreement (Quality Care Properties, Inc.)

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Compliance with Laws; Licenses. The Since the Applicable Date, the businesses of each of the Debtor Company and its Subsidiaries have not, since December 31, 2014, not been, and are not being, conducted in violation of any federal, state, local or foreign law, statute or ordinance, common law, or any rule, regulation, standardjudgment, Orderorder, agency requirementwrit, license injunction or permit decree, of any Governmental Entity (collectively, “Laws”), except for violations thatthat would not reasonably be expected to have, individually or in the aggregate, are not reasonably likely to have a Material Adverse EffectEffect with respect to the Company. To the Knowledge of the Debtor, as of the date of this Agreement, no No investigation or review by any Governmental Entity with respect to any actual or alleged violation of Law by the Debtor Company or any of its Subsidiaries is pending or threatened in writingthreatened, nor has any Governmental Entity notified the Debtor in writing of indicated an intention to conduct the same, except for such investigations or reviews the outcome of which are notwould not reasonably be expected to have, individually or in the aggregate, reasonably likely to have a Material Adverse EffectEffect with respect to the Company. The Debtor Company and its Subsidiaries have each has obtained and is are in compliance with all permits, licenses, certifications, approvals, registrations, consents, authorizations, franchises, variances, exemptions and orders issued or granted by a Governmental Entity (“Licenses”) necessary to conduct its business their respective businesses as presently conducted, except for those failures or the absence of which would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect with respect to the Company. No suspension or cancellation of any License is pending or threatened in writing, except as would not, individually or in the aggregate, reasonably be expected to result in have a Material Adverse EffectEffect with respect to the Company.

Appears in 3 contracts

Samples: Merger Agreement (Cheniere Energy Inc), Merger Agreement (Cheniere Energy Partners LP Holdings, LLC), Merger Agreement (Cheniere Energy Inc)

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