Common use of Compliance with Laws; Permits Clause in Contracts

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 9 contracts

Samples: Loan Agreement (Networking Partners Inc), Securities Purchase Agreement (Compositech LTD), Securities Purchase Agreement (Adatom Com Inc)

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Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") Laws applicable to it the Company or to the conduct of the business or operations of the Company or the use of its businessproperties (including any leased properties) and assets, except for such non-compliance which compliances as would not not, individually or in the aggregate, have a Material Adverse Effect. The Company possesses has all permitsgovernmental permits and approvals from state, approvals, authorizations, licenses, certificates and consents from all public and governmental federal or local authorities which are necessary required for the Company to conduct operate its business, except for those the absence of which would not not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 9 contracts

Samples: Share Exchange Agreement (Sentient Brands Holdings Inc.), Share Exchange Agreement (Global Boatworks Holdings, Inc.), Share Exchange Agreement (Investview, Inc.)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its business, except for such non-compliance noncompliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Star Multi Care Services Inc), Securities Purchase Agreement (Dynamicweb Enterprises Inc), Securities Purchase Agreement (Dynamicweb Enterprises Inc)

Compliance with Laws; Permits. The Each of the Company and its Subsidiaries is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively collectively, "Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all material permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Ifs International Holdings Inc), Securities Exchange Agreement (Chell Group Corp), Securities Purchase Agreement (Commodore Applied Technologies Inc)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its business, except for such non-compliance compliance, which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities authorities, which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 5 contracts

Samples: Replacement Securities Purchase Agreement (Diamond Entertainment Corp), Securities Purchase Agreement (Diamond Entertainment Corp), Securities Purchase Agreement (Diamond Entertainment Corp)

Compliance with Laws; Permits. The Company is not in compliance with all lawsmaterial violation of any applicable statute, rulesrule, regulationsregulation, codes, ordinances and statutes (collectively "Laws") applicable to it order or to restriction of any domestic or foreign government or any instrumentality or agency thereof in respect of the conduct of its business, except for such non-compliance which would not have a Material Adverse Effectbusiness or the ownership of its properties. The Company possesses has all material permits, approvals, authorizations, licenses, certificates licenses and consents from all public and governmental authorities which are any similar authority necessary to for the conduct of its business, except for those the absence of which would not have a Material Adverse Effectbusiness as now being conducted by it.

Appears in 5 contracts

Samples: Convertible Promissory Note (Maverick Energy Group, Ltd.), Convertible Promissory Note (Maverick Energy Group, Ltd.), Convertible Promissory Note (Maverick Energy Group, Ltd.)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively collectively, "Laws") applicable to it or to the conduct of its business, except for such non-compliance noncompliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 4 contracts

Samples: Securities Purchase Agreement (American Telesource International Inc), Securities Purchase Agreement (Thermatrix Inc), Securities Purchase Agreement (Thermatrix Inc)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively collectively, "LawsLAWS") applicable to it or to the conduct of its business, except for such non-compliance noncompliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Popmail Com Inc), Securities Purchase Agreement (Cafe Odyssey Inc), Securities Purchase Agreement (Cafe Odyssey Inc)

Compliance with Laws; Permits. The Company has at all times complied, and it is currently in compliance compliance, with all lawsapplicable statutes, rules, regulationsregulations and orders of the United States or any state or foreign country in which the Company is engaged in business and has obtained all required licenses, codes, ordinances permits and statutes (collectively "Laws") applicable to it or to the conduct other approvals of its businessany governmental authority, except for where a failure to comply or obtain such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizationsindividually or in the aggregate, licenses, certificates and consents from all public and governmental authorities which are necessary could not reasonably be expected to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Vulcan Ventures Inc), Stock Purchase Agreement (High Speed Access Corp), Stock Purchase Agreement (FVC Com Inc)

Compliance with Laws; Permits. The Each Company is in compliance compliance, in all material respects (i) with all lawsexisting requirements of applicable Law, rules, regulations, codes, ordinances and statutes (collectively "Laws"ii) all existing requirements of all governmental bodies or agencies having jurisdiction over it which are applicable to it or and its Business, including, without limitation, all environmental laws, securities laws and labor and employment laws. Each Company has all material permits, licenses and other authority necessary to the conduct of its businessbusiness as presently constituted and conducted, except for and all such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates licenses and consents from all public other authorities are in full force and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effecteffect and valid.

Appears in 3 contracts

Samples: Subordinated Loan Agreement, Subordinated Loan Agreement (Emtec Inc/Nj), Subordinated Loan Agreement (Emtec Inc/Nj)

Compliance with Laws; Permits. The To its knowledge, the Company is not in compliance with all lawsviolation of any applicable statute, rulesrule, regulationsregulation or restriction of any government, codes, ordinances and statutes (collectively "Laws") applicable to it administrative agency or to instrumentality in respect of the conduct of its business, except for such non-compliance which would not have a Material Adverse Effectbusiness or the ownership of its properties. The Company possesses has all material franchises, permits, approvals, authorizations, licenses, certificates and consents from all public any similar governmental authority necessary for the conduct of its business as now being conducted by it and governmental authorities which are necessary as currently proposed to conduct its businessbe conducted. The Company is not in default under any of such franchises, except for those the absence of which would not have a Material Adverse Effectpermits, license, or other similar authority.

Appears in 3 contracts

Samples: Convertible Note, Warrant and Common Stock Purchase Agreement (Photoworks Inc /Wa), Convertible Note and Warrant Purchase Agreement (Photoworks Inc /Wa), Subordinated Convertible Debenture Purchase Agreement (Photoworks Inc /Wa)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it them or to the conduct of its businesstheir respective businesses, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Columbia Laboratories Inc), Securities Purchase Agreement (Columbia Laboratories Inc)

Compliance with Laws; Permits. The Company is has complied in compliance all material respects with all laws, rules, regulations, codesjudgments, ordinances decrees, awards and statutes (collectively "Laws") orders applicable to it or to the conduct of and its business, except for such non-compliance which would not have a Material Adverse Effectoperations, properties, assets, products and services. The Company possesses has all necessary permits, approvals, authorizations, licenses, certificates licenses and consents from all public and governmental authorities which are necessary other authorizations required to conduct its businessbusiness as conducted and as currently proposed to be conducted except where the failure to have such permit, except for those the absence of which license or other authorization would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Note Purchase Agreement (Aegerion Pharmaceuticals, Inc.), Note Purchase Agreement (Aegerion Pharmaceuticals, Inc.)

Compliance with Laws; Permits. The Company and each of its subsidiaries is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company and each of its subsidiaries possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Subscription Agreement (Earth Sciences Inc), Securities Purchase Agreement (Earth Sciences Inc)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.. N.

Appears in 1 contract

Samples: Securities Purchase Agreement (Network Connection Inc)

Compliance with Laws; Permits. 3.18.1 The Company is in material compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") Laws applicable to it the Company or to the conduct of the business or operations of the Company or the use of its businessproperties and assets, except for such non-compliance which compliances as would not not, individually or in the aggregate, have a Company Material Adverse Effect. The Company possesses all permitsAll governmental Permits and approvals from state, approvals, authorizations, licenses, certificates and consents from all public and governmental federal or local authorities which are necessary required for the Company to conduct operate its businessbusiness have been issued, except for those the absence of which would not not, individually or in the aggregate, have a Company Material Adverse Effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Tecumseh Products Co)

Compliance with Laws; Permits. (a) The Company is in compliance with all applicable foreign or domestic laws, rules, regulations, ordinances, codes, ordinances and statutes judgments, orders, injunctions, writs or decrees of any federal, state, local or foreign court or governmental body or agency thereof. (collectively "Laws"b) applicable to it or The Company has all Permits from Governmental Authorities which are material to the conduct operation of its businessthe Business (collectively, except for such non-the “Permits”), and the Company is in compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those with the absence terms of which would not have a Material Adverse Effectthe Permits.

Appears in 1 contract

Samples: Equity Exchange Agreement (Blue Earth, Inc.)

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Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively collectively, "Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, and certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Exchange Agreement (Rocky Mountain High Brands, Inc.)

Compliance with Laws; Permits. The Except as would not reasonably be expected to have a Material Adverse Effect, each of the Company and its Subsidiaries is in compliance with all laws, rules, regulations, codes, ordinances codes and statutes (collectively collectively, "Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all material permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Emagin Corp)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its respective business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Interactive Flight Technologies Inc)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its businessrespective businesses, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Columbia Laboratories Inc)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "collectively, “Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse EffectEffect to the Company’s business.

Appears in 1 contract

Samples: Promissory Note (Seaway Valley Capital Corp)

Compliance with Laws; Permits. The Company is and any of its subsidiaries are in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its business, except for such non-compliance which would not have a Material Adverse Effect. The Company and any of its subsidiaries possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Subscription and Investment Agreement (Ada-Es Inc)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") laws applicable to it the Company or to the conduct of the business or operations of the Company or the use of its businessproperties (including any leased properties) and assets, except for such non-compliance which compliances as would not not, individually or in the aggregate, have a Material Adverse Effect. The Company possesses has all permitsgovernmental permits and approvals from state, approvals, authorizations, licenses, certificates and consents from all public and governmental federal or local authorities which are necessary required for the Company to conduct operate its business, except for those the absence of which would not not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Samples: Merger Agreement (Go2pharmacy Com Inc)

Compliance with Laws; Permits. The Each of the Company and its subsidiaries is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively "Laws") applicable to it or to the conduct of its business, except for such non-compliance noncompliance which would not have a Material Adverse Effect. The Company possesses and the subsidiaries possess all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its their business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cross Media Marketing Corp)

Compliance with Laws; Permits. The Company is in compliance with all existing laws, rules, regulations, codesordinances, orders, judgments and decrees now applicable to the business and operations of the Company as presently conducted , including, but not limited to, federal, state, local and foreign laws, ordinances and statutes (collectively "Laws") applicable to it or to regulations, and, neither the conduct execution of its businessthis Agreement, except for nor the sale of the Purchased Shares, will result in a violation of any such non-compliance which would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effectlaws.

Appears in 1 contract

Samples: Equity Acquisition Agreement (Sintx Technologies, Inc.)

Compliance with Laws; Permits. The Company is in compliance in all material respects with all lawsRequirements of Law, rulesincluding but not limited to, regulationsapplicable Healthcare Laws and Privacy Laws. The Company has all material licenses, codespermits and approvals of any Governmental Authority (collectively, ordinances and statutes (collectively "Laws"“Permits”) applicable to it or to required for the conduct of its businessthe Company Business. Such Permits are in full force and effect and none of the Permits will be terminated or impaired or become terminable, except for such non-compliance which would not have in whole or in part, as a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those result of the absence of which would not have a Material Adverse Effecttransactions contemplated by this Agreement or the Transaction Documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nuance Communications, Inc.)

Compliance with Laws; Permits. The Company is in compliance with all laws, rules, regulations, codes, ordinances and statutes (collectively collectively, "Laws") applicable to it or to the conduct of its business, except for such non-compliance which noncompliance as would not have a Material Adverse Effect. The Company possesses all permits, approvals, authorizations, licenses, certificates and consents from all public and governmental authorities which are necessary to conduct its business, except for those the absence of which would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Telesource International Inc)

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