Compliance with Laws; Reports Sample Clauses

Compliance with Laws; Reports. Parent and each of its Subsidiaries:
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Compliance with Laws; Reports. Except as set forth in Section 4.12 of the Disclosure Letter, (i) neither the Company nor any of its Subsidiaries is in violation of any Laws or Governmental Orders, and has not since January 1, 2008 violated, and to the Knowledge of GECF is not under investigation by a Governmental Authority with respect to and has not been threatened by a Governmental Authority to be charged with or given notice by a Governmental Authority of any violation of, any Laws or Governmental Orders, except for violations that do not and would not reasonably be expected to, individually result in a Loss exceeding $500,000, or in the aggregate, be material to the business of the Company and its Subsidiaries, taken as a whole, in any Relevant Country, (ii) each of the Company’s Subsidiaries is in compliance with any and all solvency and capital requirements under applicable Law and no Governmental Order is in effect, pending or, to the Knowledge of GECF, threatened that would require the Company or any of the Company’s Subsidiaries to increase its capital and (iii) each of the Company’s Subsidiaries is in compliance in all material respects with prudential restrictions, safety and soundness safeguards, investment regulations, and other Laws applicable to financial institutions. Except as set forth in Section 4.12 of the Disclosure Letter, all material reports, statements, documents, registrations, filings or submissions (the “Reports”) required to be filed by the Company and the Subsidiaries with any Governmental Authority have been filed, all fees and assessments due and payable in connection with all such Reports have been paid, and all such Reports were in compliance with any requirements of Law when filed or as amended or supplemented, there are no material unresolved violations by any Governmental Authority with respect to any report or statement relating to any examinations of the Company or any of its Subsidiaries, and no material deficiencies have been asserted in writing by any Governmental Authority with respect to any Report that have not been remedied, except for such failure to file, non-compliance, unresolved item or deficiency that does not and would not reasonably be expected to, individually result in a Loss exceeding $500,000, or in the aggregate, be material to the business of the Company and its Subsidiaries, taken as a whole, in any Relevant Country. Except as set forth in Section 4.12 of the Disclosure Letter, the Company and its Subsidiaries have complied wi...

Related to Compliance with Laws; Reports

  • Compliance with Laws, Etc Comply, and cause each of its Subsidiaries to comply with all applicable laws, rules, regulations and orders, such compliance to include, without limitation, compliance with ERISA and Environmental Laws, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

  • Compliance with Laws and Policies Employee agrees that he will at all times comply with all applicable laws and all current and future lawful policies of the Company, not inconsistent with the intent of this agreement.

  • Compliance with Laws Comply in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its business or property, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted; or (b) the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect.

  • Compliance with Law, Etc No Loan Party or any of its Subsidiaries is in violation of (i) any of its Governing Documents, (ii) any Requirement of Law, or (iii) any material term of any Contractual Obligation (including, without limitation, any Material Contract) binding on or otherwise affecting it or any of its properties, and no default or event of default has occurred and is continuing thereunder.

  • COMPLIANCE WITH LAWS IN GENERAL Company, Shareholders and Company's licensed professional employees, and the conduct of the Business and use of the Assets, have complied with all applicable laws, rules, regulations and licensing requirements, including, without limitation, the Federal Environmental Protection Act, the Occupational Safety and Health Act, the Americans with Disabilities Act and any environmental laws and medical waste laws, and there exist no violations by Company, any Shareholder or any licensed professional employee of Company of any Federal, state or local law or regulation. Company and Shareholders have not received any notice of a violation of any Federal, state and local laws, regulations and ordinances relating to the operations of the Business and Assets and no notice of any pending inspection or violation of any such law, regulation or ordinance has been received by Company.

  • Compliance with Law The Company shall make reasonable efforts to comply with all applicable federal and state securities laws; provided, however, notwithstanding any other provision of the Plan and this Agreement, the Company shall not be obligated to issue any Common Stock pursuant to this Agreement if the issuance thereof would result in a violation of any such law.

  • Compliance with Law; Authorizations The Company has complied with ----------------------------------- each, and is not in violation of any, law, ordinance, or governmental or regulatory rule or regulation, whether federal, state, local or foreign ("Regulations"), to which the Company's business, operations, assets or properties is subject. The Company owns, holds, possesses or lawfully uses in the operation of its business all franchises, licenses, permits, easements, rights, applications, filings, registrations and other authorizations ("Authorizations") which are in any manner necessary for it to conduct its business as now or previously conducted or for the ownership and use of the assets owned or used by it in the conduct of its business, free and clear of all liens, charges, restrictions and encumbrances and in compliance with all Regulations. All such Authorizations are listed and described on Schedule 5.22. ------------- The Company is not in default and has not received any notice of any claim of default, with respect to any such Authorization. All such Authorizations are renewable by their terms or in the ordinary course of business without the need to comply with any special qualification procedures or to pay any amounts other than routine filing fees. None of such Authorizations will be adversely affected by consummation of the transactions contemplated hereby. No director, officer, employee or former employee of the Company or any affiliates of the Company, or any other person, firm or corporation, owns or has any proprietary, financial or other interest (direct or indirect) in any Authorization which the Company owns, possesses or uses in the operation of its business as now or previously conducted.

  • Compliance with Laws; Use The Premises shall be used for the Permitted Use and for no other use whatsoever. Tenant shall comply with all statutes, codes, ordinances, orders, rules and regulations of any municipal or governmental entity whether in effect now or later, including the Americans with Disabilities Act (“Law(s)”), regarding the operation of Tenant’s business and the use, condition, configuration and occupancy of the Premises. In addition, Tenant shall, at its sole cost and expense, promptly comply with any Laws that relate to the “Base Building” (defined below), but only to the extent such obligations are triggered by Tenant’s use of the Premises, other than for general office use, or Alterations or improvements in the Premises performed or requested by Tenant. “

  • Compliance with Law; Permits (a) Each of the Company and its Subsidiaries is and has been in compliance in all material respects with all Laws applicable to it. Except as set forth in Schedule 3.11(a), none of the Company, any of its Subsidiaries or any of its or their executive officers has received during the past five years, nor is there any basis for, any notice, order, complaint or other communication from any Governmental Authority or any other Person that the Company or any of its Subsidiaries is not in compliance in any material respect with any Law applicable to it.

  • Compliance with Laws and Contracts Each Company:

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