Compliance with Other Instruments, Laws. Etc. To the knowledge of the Borrowers, none of the Loan Parties is in violation of any provision of its charter or other organizational documents, bylaws, or any agreement or instrument to which it is subject or by which it or any of its properties is bound or any decree, order, judgment, statute, license, rule or regulation, in any of the foregoing cases in a manner that has had or would be reasonably likely to have a Material Adverse Effect.
Compliance with Other Instruments, Laws. Etc. None of the Borrowers or any of their respective Subsidiaries is in violation of any provision of its charter or other organizational documents, bylaws, or any agreement or instrument to which it is subject or by which it or any of its properties is bound or any decree, order, judgment, statute, license, rule or regulation, in any of the foregoing cases in a manner that has had or could reasonably be expected to have a Material Adverse Effect.
Compliance with Other Instruments, Laws. (a) Neither the Company nor any Subsidiary is in violation of any term of its respective charter documents, each as amended to date. Neither the Company nor any Subsidiary is in violation of, or in default in any material respect under, the terms of any mortgage, indenture, contract, agreement, instrument, judgment or decree applicable to it or to which it is a party. The execution, delivery and performance of and compliance with the Loan Documents, and the issuance of the Shares upon any conversion of the Notes, will not result in any such violation, or be in conflict with or constitute a default under any such term, or result in the creation of any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company pursuant to any such term or the suspension, revocation, impairment, forfeiture or nonrenewal of any material permit, license, authorization, or approval applicable to the Company, its business or operations or any of its assets or properties.
Compliance with Other Instruments, Laws. Neither the Parent, the --------------------------------------- Company, nor any of their respective Subsidiaries, is in violation of any provision of its charter documents or by-laws or any document by which it or any of its properties may be bound, or any decree, order, judgment, or, to the knowledge of any officer of any of such Persons, any statute, license, rule or regulation, in each case in a manner which could reasonably be expected to, singly or in the aggregate, (i) result in the imposition of substantial penalties material to the Parent, the Company and their respective Subsidiaries, taken as a whole, or (ii) have a Material Adverse Effect on the Parent.
Compliance with Other Instruments, Laws. Etc. None of the Credit Parties or any of their respective Subsidiaries is in violation of any provision of its charter or other organizational documents, bylaws, or any agreement or instrument to which it is subject or by which it or any of its properties is bound or any decree, order, judgment, statute, license, rule or regulation, in any of the foregoing cases in a manner that has had or could reasonably be expected to have a Material Adverse Effect.
Compliance with Other Instruments, Laws. Etc. 8.10. Tax Status 8.11. Absence of Security Interests, Etc. 8.12. Use of Proceeds 8.13. Pension Plan 8.14. Subsidiaries 8.15. Disclosure 8.16. Investment Company; Public Utility Holding Company 8.17. Environmental Matters
Compliance with Other Instruments, Laws. Etc. None of the Property Parties or any of their respective Subsidiaries is in violation of any provision of its charter or other organizational documents, bylaws, or any agreement or instrument to which it is subject or by which it or any of its properties is bound or any decree, order, judgment, statute, license, rule or regulation, in any of the foregoing cases in a manner that has had or could reasonably be expected to have a Material Adverse Effect.
Compliance with Other Instruments, Laws. Etc. 83 Section 5.08 Tax Status 83 Section 5.09 No Default 83 Section 5.10 Investment Company Act 83 Section 5.11 Employee Benefit Plans 83 Section 5.12 Use of Proceeds of Loans, and Letters of Credit 84 Section 5.13 Compliance with Margin Stock Regulations 84 Section 5.14 Subsidiaries; Equity Interests; Loan Parties; Project Companies 84 Section 5.15 Disclosure 85 Section 5.16 OFAC 85 Section 5.17 Anti-Corruption Laws 85 Section 5.18 ERISA 85 ARTICLE 6 COVENANTS OF THE BORROWER 85 Section 6.01 Punctual Payment 86 Section 6.02 Maintenance of Office 86 Section 6.03 Records and Accounts 86 Section 6.04 Financial Statements, Certificates and Information 86 Section 6.05 Default Notification 88 Section 6.06 Existence: Maintenance of Properties 88 Section 6.07 Taxes 88 Section 6.08 Visits by Lenders 89 Section 6.09 Compliance with Laws, Contracts, Licenses, and Permits 89 Section 6.10 Use of Proceeds and Letters of Credit 89 Section 6.11 Covenant to Give Security 89 Section 6.12 Maintenance of Insurance 90 Section 6.13 Financial Covenants 91 Section 6.14 Indebtedness 92 Section 6.15 Liens 93 Section 6.16 Investments 95 Section 6.17 Fundamental Changes 96 Section 6.18 Dispositions 97 Section 6.19 Restricted Payments 97 Section 6.20 Change in Nature of Business 98 Section 6.21 Transactions with Affiliates 99 Section 6.22 Burdensome Agreements 99 Section 6.23 Employee Benefit Plans 100
Compliance with Other Instruments, Laws. Etc. -------------------------------------------------- Except as otherwise disclosed on Schedule 3.31 of the ICS Disclosure -------------- Schedule, ICS has complied with, and is in compliance with, (i) all Laws, statutes, governmental regulations, judicial or administrative tribunal orders, judgments, writs, injunctions, decrees, and similar commands applicable to it and its business, and all unwaived terms and provisions of all Contracts, agreements, instruments, and commitments to which it is a party or to which it or any of its assets or properties is subject, except for any non-compliances that, both individually and in the aggregate, have not had and could not reasonably be expected to have a Material Adverse Effect, and (ii) its charter documents and by-laws, each as amended to date. To the best Knowledge of the Sellers, ICS has not committed, been charged with, or been under investigation (or threatened with a pending or potential investigation) with respect to, nor does there exist, any violation by ICS of any provision of any federal, state or local Law or administrative regulation, except for any violations that, both singly or in the aggregate, have not had and could not reasonably be expected to have a Material Adverse Effect. ICS has and maintains, and Schedule 3.31 of the ------------- ICS Disclosure Schedule sets forth a complete and correct list of, all such licenses, Permits, and other authorizations from all such Governmental Authorities as are legally required for the conduct of its business or in connection with the ownership or use of its properties, except for any such licenses, permits, and other authorizations, the failure to obtain or maintain which in effect, both singly or in the aggregate, has not had and could not reasonably be expected to have a Material Adverse Effect, and all of which (except as specifically described in Schedule 3.31 of the ICS Disclosure -------------- Schedule) are in full force and effect in all material respects, and true and complete copies of all of which have been delivered to Buyer. 3.32
Compliance with Other Instruments, Laws. None of the Borrower, --------------------------------------- its Subsidiaries, or PGP is in violation of or default under (a) any provision of its certificate of incorporation or by-laws, or its certificate of limited partnership or agreement of limited or general partnership, as the case may be, (b) except for the Note Agreement, any Contract to which it is or may be subject or by which it or any of its properties are or may be bound, or (c) any Government Mandate, including Government Mandates relating to occupational safety and employment matters, except (with respect to subsections (b) and (c)), in any case, where such violation or default would not be likely to have a Material Effect.
