Common use of Consents; Permits; Defaults Clause in Contracts

Consents; Permits; Defaults. No notification to and no authorization, consent, approval, license, permit, registration, declaration, filing or order of any Governmental Authority is required by or with respect to, MSC or Merger Sub in connection with the execution, delivery and performance of this Agreement and/or the Transaction Documents by MSC and Merger Sub, except for the filing of the Certificate of Merger and any filing required to be made with the Commission and under state blue sky laws. MSC and Merger Sub have all Permits required in connection with the operation of its business as presently conducted, except for those that the absence of which do not affect and will not affect, materially and adversely, the business, financial condition or the results of operations of MSC or Merger Sub. All such Permits are listed on Schedule 2.4. No notice has been issued and no investigation, inquiry or review is pending or, to MSC’s or Merger Sub’s Knowledge, threatened by any Governmental Authority with respect to (i) any alleged violation by MSC or Merger Sub of any law, ordinance, regulation, order, policy, guideline or any other Legal Requirement of any Governmental Authority, or (ii) any alleged failure to have all permits, certificates, licenses, approvals and other authorizations required in connection with the operation of the business of MSC and Merger Sub. There are no defaults, and neither MSC or Merger Sub have any Knowledge of any reason why any default will occur hereafter, whether as a result of the consummation of the Merger or the other Transactions or otherwise, in any obligation to be performed by any party to a Contract to which MSC or Merger Sub is a party or by which it is bound.

Consents; Permits; Defaults. No notification to and no authorization, consent, approval, license, permit, registration, declaration, filing or order of any Governmental Authority is required by or with respect to, MSC or Merger Sub RXXX in connection with the execution, delivery and performance of this Agreement and/or the Transaction Documents by MSC and Merger Sub, except for the filing of the Certificate of Merger and any filing required to be made with the Commission and under state blue sky lawsRXXX. MSC and Merger Sub have RXXX has all Permits required in connection with the operation of its business as presently conducted, except for those that the absence of which do not affect and will not affect, materially and adversely, the business, financial condition or the results of operations of MSC RXXX. RXXX has the sole rights, title or Merger Subinterests in and to all such Permits. All such Permits are listed on Schedule 2.44.4. No notice has been issued and no investigation, inquiry or review is pending or, to MSC’s or Merger Sub’s RXXX’x Knowledge, threatened by any Governmental Authority with respect to (i) any alleged violation by MSC or Merger Sub RXXX of any law, ordinance, regulation, order, policy, guideline or any other Legal Requirement of any Governmental Authority, or (ii) any alleged failure to have all permitsPermits, certificates, licensesLicenses, approvals and other authorizations required in connection with the operation of the business of MSC and Merger SubRXXX. There are no defaults, and neither MSC or Merger Sub have any RXXX has no Knowledge of any reason why any default will occur hereafter, whether as a result of the consummation of the Merger Exchange or the other Transactions or otherwise, in any obligation to be performed by any party to a Contract to which MSC or Merger Sub RXXX is a party or by which it is bound.

Consents; Permits; Defaults. No notification to and no authorization, consent, approval, license, permit, registration, declaration, filing or order of any Governmental Authority is required by or with respect to, MSC or Merger Sub SSRG in connection with the execution, delivery and performance of this Agreement and/or the Transaction Documents by MSC and Merger Sub, except for the filing of the Certificate of Merger and any filing required to be made with the Commission and under state blue sky lawsSSRG. MSC and Merger Sub have SSRG has all Permits required in connection with the operation of its business as presently conducted, except for those that the absence of which do not affect and will not affect, materially and adversely, the business, financial condition or the results of operations of MSC SSRG. SSRG has the sole rights, title or Merger Subinterests in and to all such Permits. All such Permits are listed on Schedule 2.43.4. No notice has been issued and no investigation, inquiry or review is pending or, to MSC’s or Merger SubSSRG’s Knowledge, threatened by any Governmental Authority with respect to (i) any alleged violation by MSC or Merger Sub SSRG of any law, ordinance, regulation, order, policy, guideline or any other Legal Requirement of any Governmental Authority, or (ii) any alleged failure to have all permitsPermits, certificates, licensesLicenses, approvals and other authorizations required in connection with the operation of the business of MSC and Merger SubSSRG. There are no defaults, and neither MSC or Merger Sub have any SSRG has no Knowledge of any reason why any default will occur hereafter, whether as a result of the consummation of the Merger Exchange or the other Transactions or otherwise, in any obligation to be performed by any party to a Contract to which MSC or Merger Sub SSRG is a party or by which it is bound.

Consents; Permits; Defaults. No Except as listed on Schedule 6.4, no notification to and no authorization, consent, approval, license, permit, registration, declaration, filing or order of any Governmental Authority is required by or with respect to, MSC or Merger Sub WDCO in connection with the execution, delivery and performance of this Agreement and/or the Transaction Documents by MSC and Merger Sub, except for the filing of the Certificate of Merger and any filing required to be made with the Commission and under state blue sky lawsWDCO. MSC and Merger Sub have WDCO has all Permits required in connection with the operation of its business as presently conducted, except for those that the absence of which do not affect and will not affect, materially and adversely, the business, financial condition or the results of operations of MSC WDCO. WDCO has the sole rights, title or Merger Subinterests in and to all such Permits. All such Permits are listed on Schedule 2.46.4. No notice has been issued and no investigation, inquiry or review is pending or, to MSC’s or Merger SubWDCO’s Knowledge, threatened by any Governmental Authority with respect to (i) any alleged violation by MSC or Merger Sub WDCO of any law, ordinance, regulation, order, policy, guideline or any other Legal Requirement of any Governmental Authority, or (ii) any alleged failure to have all permitsPermits, certificates, licensesLicenses, approvals and other authorizations required in connection with the operation of the business of MSC and Merger SubWDCO. There are no defaults, and neither MSC or Merger Sub have any WDCO has no Knowledge of any reason why any default will occur hereafter, whether as a result of the consummation of the Merger Exchange or the other Transactions or otherwise, in any obligation to be performed by any party to a Contract to which MSC or Merger Sub WDCO is a party or by which it is bound.