Environmental Laws and Hazardous Materials. The Company is (i) in compliance with any and all applicable foreign, federal, state and local laws and regulations relating to the protection of human health and safety, the environment or hazardous or toxic substances or wastes, pollutants or contaminants (“Environmental Laws”); (ii) has received and is in compliance with all permits, licenses or other approvals required of them under applicable Environmental Laws to conduct its business; and (iii) has not received notice of any actual or potential liability under any environmental law, except where such non-compliance with Environmental Laws, failure to receive required permits, licenses or other approvals, or liability would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, except as set forth in or contemplated in the General Disclosure Package and the Prospectus (exclusive of any supplement thereto). Except as set forth in the General Disclosure Package and the Prospectus, the Company has not been named as a “potentially responsible party” under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended. In the ordinary course of its business, the Company periodically reviews the effect of Environmental Laws on the business, operations and properties of the Company, in the course of which it identifies and evaluates associated costs and liabilities (including, without limitation, any capital or operating expenditures required for clean-up, closure of properties or compliance with Environmental Laws, or any permit, license or approval, any related constraints on operating activities and any potential liabilities to third parties). On the basis of such review, the Company has reasonably concluded that such associated costs and liabilities would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, except as set forth in or contemplated in the General Disclosure Package and the Prospectus (exclusive of any supplement thereto).
Appears in 5 contracts
Samples: Underwriting Agreement (Ovid Therapeutics Inc.), Underwriting Agreement (Ovid Therapeutics Inc.), Underwriting Agreement (Ovid Therapeutics Inc.)
Environmental Laws and Hazardous Materials. The Company is and its subsidiaries are (i) in compliance with any and all applicable foreign, federal, state and local laws and regulations relating to the protection of human health and safety, the environment or hazardous or toxic substances or wastes, pollutants or contaminants (“Environmental Laws”); , (ii) has have received and is are in compliance with all permits, licenses or other approvals required of them under applicable Environmental Laws to conduct its business; their respective businesses and (iii) has have not received notice of any actual or potential liability under any environmental law, except where such non-compliance with Environmental Laws, failure to receive required permits, licenses or other approvals, or liability would not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect, except as set forth in or contemplated in the General Disclosure Package and the Prospectus (exclusive of any supplement thereto). Except as set forth in the General Disclosure Package and the Prospectus, neither the Company nor any of the subsidiaries has not been named as a “potentially responsible party” under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended. In the ordinary course of its business, the Company periodically reviews the effect of Environmental Laws on the business, operations and properties of the CompanyCompany and its subsidiaries, in the course of which it identifies and evaluates associated costs and liabilities (including, without limitation, any capital or operating expenditures required for clean-up, closure of properties or compliance with Environmental Laws, or any permit, license or approval, any related constraints on operating activities and any potential liabilities to third parties). On the basis of such review, the Company has reasonably concluded that such associated costs and liabilities would not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect, except as set forth in or contemplated in the General Disclosure Package and the Prospectus (exclusive of any supplement thereto).
Appears in 5 contracts
Samples: Underwriting Agreement (Kura Oncology, Inc.), Underwriting Agreement (Kura Oncology, Inc.), Underwriting Agreement (Kura Oncology, Inc.)
Environmental Laws and Hazardous Materials. The There has been no storage, generation, transportation, handling, use, treatment, disposal, discharge, emission, contamination, release or other activity involving any kind of hazardous, toxic or other wastes, pollutants, contaminants, petroleum products or other hazardous or toxic substances, chemicals or materials (“Hazardous Substances”) by, due to, on behalf of, or caused by the Company or any of its subsidiaries (or, to the Company’s knowledge, any other entity for whose acts or omissions the Company is (ior may be liable) in compliance with upon any and all property now or previously owned, operated, used or leased by the Company or any of its subsidiaries, or upon any other property, which would be a violation of or give rise to any liability under any applicable foreignlaw, federalrule, state and local laws and regulations regulation, order, judgment, decree or permit, common law provision or other legally binding standard relating to the pollution or protection of human health and safety, the environment or hazardous or toxic substances or wastes, pollutants or contaminants (“Environmental LawsLaw”); (ii) , except for violations and liabilities which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. Neither the Company nor any of its subsidiaries has received and is in compliance with all permitsagreed to assume, licenses undertake or other approvals required of them under applicable Environmental Laws to conduct its business; and (iii) has not received notice provide indemnification for any liability of any actual or potential liability other person under any environmental lawEnvironmental Law, including any obligation for cleanup or remedial action, except where such non-compliance with Environmental Laws, failure to receive required permits, licenses or other approvals, or liability as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. There is no pending or, to the Company’s knowledge, threatened administrative, regulatory or judicial action, claim or notice of noncompliance or violation, investigation or proceedings relating to any Environmental Law against the Company or any of its subsidiaries, except as set forth in or contemplated in the General Disclosure Package and the Prospectus (exclusive of any supplement thereto). Except as set forth in the General Disclosure Package and the Prospectus, the Company has not been named as a “potentially responsible party” under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended. In the ordinary course of its business, the Company periodically reviews the effect of Environmental Laws on the business, operations and properties of the Company, in the course of which it identifies and evaluates associated costs and liabilities (including, without limitation, any capital or operating expenditures required for clean-up, closure of properties or compliance with Environmental Laws, or any permit, license or approval, any related constraints on operating activities and any potential liabilities to third parties). On the basis of such review, the Company has reasonably concluded that such associated costs and liabilities would noteach case which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. No property of the Company or any of its subsidiaries is subject to any Lien under any Environmental Law. Neither the Company nor of its subsidiaries is subject to any order, except as set forth in decree, agreement or contemplated in the General Disclosure Package and the Prospectus (exclusive of other individualized legal requirement related to any supplement thereto)Environmental Law.
Appears in 3 contracts
Samples: Underwriting Agreement (EyePoint Pharmaceuticals, Inc.), Underwriting Agreement (EyePoint Pharmaceuticals, Inc.), Underwriting Agreement (EyePoint Pharmaceuticals, Inc.)
Environmental Laws and Hazardous Materials. The Company is (i) and its subsidiaries are in compliance with any and all applicable foreign, federal, state and local rules, laws and regulations relating to the protection use, treatment, storage and disposal of human health and safety, the environment or hazardous or toxic substances or wastes, pollutants waste and protection of health and safety or contaminants the environment which are applicable to their businesses (“Environmental Laws”); (ii) has received and is in compliance with all permits, licenses or other approvals required of them under applicable Environmental Laws to conduct its business; and (iii) has not received notice of any actual or potential liability under any environmental law, except where such non-compliance with Environmental Laws, the failure to receive required permits, licenses or other approvals, or liability would comply could not, individually singularly or in the aggregate, reasonably be expected to have a Material Adverse Effect. There has been no storage, generation, transportation, handling, treatment, disposal, discharge, emission, or other release of any kind of toxic or other wastes or other hazardous substances by, due to, or caused by the Company or any of its subsidiaries (or, to the Company’s knowledge, any other entity for whose acts or omissions the Company or any of its subsidiaries is or may otherwise be liable) upon any of the property now or previously owned or leased by the Company or any of its subsidiaries, or upon any other property, in violation of any law, statute, ordinance, rule, regulation, order, judgment, decree or permit or which would, under any law, statute, ordinance, rule (including rule of common law), regulation, order, judgment, decree or permit, give rise to any liability, except as set forth in for any violation or contemplated liability which would not have, singularly or in the General Disclosure Package aggregate with all such violations and the Prospectus (exclusive liabilities, a Material Adverse Effect; and there has been no disposal, discharge, emission or other release of any supplement thereto). Except as set forth in kind onto such property or into the General Disclosure Package and the Prospectus, environment surrounding such property of any toxic or other wastes or other hazardous substances with respect to which the Company has knowledge, except for any such disposal, discharge, emission, or other release of any kind which would not been named as have, singularly or in the aggregate with all such discharges and other releases, a “potentially responsible party” under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amendedMaterial Adverse Effect. In the ordinary course of its business, the Company periodically and its subsidiaries conduct periodic reviews of the effect of Environmental Laws on the business, operations their business and properties of the Companyassets, in the course of which it identifies they identify and evaluates evaluate associated costs and liabilities (including, without limitation, any capital or operating expenditures required for clean-up, closure of properties or compliance with Environmental Laws, Laws or any permit, license or approvalGovernmental Permits issued thereunder, any related constraints on operating activities and any potential liabilities to third parties). On the basis of such reviewreviews, the Company has and its subsidiaries have reasonably concluded that such associated costs and liabilities would notcould not reasonably be expected to have, individually singularly or in the aggregate, reasonably be expected to have a Material Adverse Effect, except as set forth in or contemplated in the General Disclosure Package and the Prospectus (exclusive of any supplement thereto).
Appears in 3 contracts
Samples: Placement Agent Agreement, Underwriting Agreement (CAPSTONE TURBINE Corp), Underwriting Agreement (CAPSTONE TURBINE Corp)