Common use of Compliance with Legal Requirements Clause in Contracts

Compliance with Legal Requirements. The Company is, and has at all times since its formation been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 4 contracts

Samples: Agreement and Plan of Merger and Reorganization (Papais Lou A), Agreement and Plan of Merger and Reorganization (La Man Corporation), Agreement and Plan of Merger and Reorganization (Long Terry J)

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Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure ScheduleSince inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 4 contracts

Samples: Agreement and Plan of Merger and Reorganization (Documentum Inc), Agreement and Plan of Merger and Reorganization (Women Com Networks Inc), Agreement and Plan of Merger and Reorganization (Media 100 Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, the The Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Digitalthink Inc), Stock Purchase Agreement (Asyst Technologies Inc /Ca/), Agreement and Plan of Merger (Medical Device Alliance Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, since inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Eloquent Inc), Agreement and Plan of Merger (Eloquent Inc), Agreement and Plan of Merger and Reorganization (Clarent Corp/Ca)

Compliance with Legal Requirements. The Company is, and has at all times since its formation the Company's inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will could not reasonably be expected to have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, since the Company's inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible material violation of, or material failure to comply with, any Legal Requirement.

Appears in 2 contracts

Samples: Voting Agreement (Softbank Holdings Inc Et Al), Agreement and Plan of Merger and Reorganization (Messagemedia Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation the Company's inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, since the Company's inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Messagemedia Inc), Agreement and Plan of Merger and Reorganization (Qualcomm Inc/De)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Company Disclosure Schedule, since its inception the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any material Legal Requirement.

Appears in 2 contracts

Samples: Escrow Agreement (Qualcomm Inc/De), Agreement and Plan of Merger And (Maxim Pharmaceuticals Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation been, in compliance in all material respects with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, the The Company has not received any notice or other communication from any Governmental Body or any other Person regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 2 contracts

Samples: Employment Agreement (Adac Laboratories), Agreement and Plan of Merger (Adac Laboratories)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements Requirements, taken together, has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Company Disclosure Schedule, since its inception the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Vitesse Semiconductor Corp)

Compliance with Legal Requirements. The Company is, and has at all times since its formation been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not (and will not reasonably be expected to) have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, the The Company has not never received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.or

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Internap Network Services Corp/Wa)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will is not reasonably expected to have a Material Adverse Effect on the CompanyEffect. Except as set forth in Part 2.12 of the Disclosure ScheduleSince inception, the Company has not received any notice or other communication (in writing) from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Siebel Systems Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had had, and will would not have reasonably be expected to have, a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, since its inception the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Escrow Agreement (Copper Mountain Networks Inc)

Compliance with Legal Requirements. The To the knowledge of the Company and the Key Shareholders, the Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure ScheduleSince inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Placeware Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not reasonably be expected to have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, the Company has not never received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Escrow Agreement (Ask Jeeves Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Company Disclosure Schedule, since its inception the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Escrow Agreement (Egain Communications Corp)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will could not reasonably be expected to have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Voting Agreement (Compurad Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 2.15 of the Company and Selling Shareholder Disclosure Schedule, since inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Improvenet Inc)

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Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not (individually or in the aggregate) have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Company Disclosure Schedule, since December 31, 1997 the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any material Legal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Mitokor)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Company Material Adverse Effect on the CompanyEffect. Except as set forth in Part 2.12 of the Company Disclosure Schedule, since its inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Medibuy Com Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (FVC Com Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part Schedule 2.12 of the Disclosure Schedule, since inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement, the failure to comply with which could have a Material Adverse Effect on the Company.

Appears in 1 contract

Samples: V 7 Agreement and Plan of Merger And (Cypress Bioscience Inc)

Compliance with Legal Requirements. The To the best knowledge of the Company and the Shareholders, the Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure ScheduleSince inception, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger And (Rogue Wave Software Inc /Or/)

Compliance with Legal Requirements. The Company is, and to the knowledge of the Company has at all times since its formation inception been, in compliance with all applicable Legal RequirementsRequirements and Governmental Authorizations, except where the failure to comply with such Legal Requirements or Governmental Authorizations has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, and the Company has not received any written notice or other written communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirementso comply.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Rogue Wave Software Inc /Or/)

Compliance with Legal Requirements. The To the Company's knowledge, the Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will could not reasonably be expected to have a Company Material Adverse Effect on the CompanyEffect. Except as set forth in Part 2.12 of the Disclosure Schedule, the The Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Medibuy Com Inc)

Compliance with Legal Requirements. The Company is, and has at all times since its formation been, been in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure Schedule, the Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Employment Agreement (Lightspan Inc)

Compliance with Legal Requirements. The Each Company is, and has at all times since its formation inception been, in compliance with all applicable Legal Requirements, except where the failure to comply with such Legal Requirements has not had and will not have a Material Adverse Effect on the Company. Except as set forth in Part 2.12 of the Disclosure ScheduleSince inception, the neither Company has not received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any Legal Requirement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Media 100 Inc)

Compliance with Legal Requirements. The Company is, and has been at all times since its formation beentimes, in compliance with all applicable Legal Requirements. No event has occurred, except where and no condition or circumstance exists, that would (with or without notice or lapse of time) constitute or result directly or indirectly in a violation by the Company of, or a failure on the part of the Company to comply with such with, any Legal Requirements has not had and will not have a Material Adverse Effect on the CompanyRequirement. Except as set forth in Part 2.12 of the Disclosure Schedule, the The Company has not never received any notice or other communication from any Governmental Body regarding any actual or possible violation of, or failure to comply with, any material Legal Requirement.

Appears in 1 contract

Samples: Registration Rights Agreement (Puma Technology Inc)

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