Common use of Governmental Actions/Filings Clause in Contracts

Governmental Actions/Filings. (a) The Company and its Subsidiaries have been granted and hold, and have made, all Governmental Actions/Filings (including, without limitation, Governmental Actions/Filings required for emission or discharge of effluents and pollutants into the air and the water) necessary to the conduct by the Company and its Subsidiaries of their businesses (as presently conducted) or used or held for use by the Company and its Subsidiaries, except for any of the foregoing that if not granted, held or made would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Company. The Company and its Subsidiaries are in substantial compliance in all material respects with all of their obligations with respect to such Governmental Actions/Filings. To the knowledge of the Company, no event has occurred and is continuing which requires or permits, or after notice or lapse of time or both would require or permit, and consummation of the transactions contemplated by this Agreement or any ancillary documents will not require or permit (with or without notice or lapse of time, or both), any modification or termination of any such Governmental Actions/Filings except such events which, either individually or in the aggregate, would not have a Material Adverse Effect on the Company.

Governmental Actions/Filings. (a) The Except as set forth in Schedule 2.21(a), the Company and its Subsidiaries have been granted and hold, and have made, all Governmental Actions/Filings (including, without limitation, Governmental Actions/Filings required for emission or discharge of effluents and pollutants into the air and the water) necessary to the conduct by the Company and its Subsidiaries of their businesses (as presently conducted) or used or held for use by the Company and its Subsidiaries, except for any of the foregoing that if not granted, held or made would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Company. The Company and its Subsidiaries are in substantial compliance in all material respects with all of their obligations with respect to such Governmental Actions/Filings. To the knowledge of the Company, no event has occurred and is continuing which requires or permits, or after notice or lapse of time or both would require or permit, and consummation of the transactions contemplated by this Agreement or any ancillary documents will not require or permit (with or without notice or lapse of time, or both), any modification or termination of any such Governmental Actions/Filings except such events which, either individually or in the aggregate, would not have a Material Adverse Effect on the Company.

Governmental Actions/Filings. (a) The Company and its Subsidiaries have been granted and hold, and have made, is in possession of all Governmental Actions/Filings (including, without limitation, Governmental Actions/Filings required for emission or discharge of effluents and pollutants into the air and the wateras defined below) necessary to the conduct by the Company and of its Subsidiaries of their businesses business (as presently conducted) or used or held for use by except where the Company and its Subsidiaries, except for any of the foregoing that if not granted, held or made failure to have would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on upon the Company. The Each such Governmental Action/Filing is in full force and effect and the Company and its Subsidiaries are is in substantial material compliance in all material respects with all of their obligations with respect to such Governmental Actions/Filingsthereto. To the knowledge of the Company, no event has occurred and is continuing which requires or permits, or after notice or lapse of time or both would require or permit, and consummation of the transactions contemplated by this Agreement or any ancillary documents will not require or permit (with or without notice or lapse of time, or both), any modification or termination of any such Governmental Actions/Filings except such events which, either individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on upon the Company. No Governmental Action/Filing is necessary to be obtained, secured or made by the Company to enable any of them to continue to conduct its business and operations and use its properties after the Closing in a manner that is consistent with current practice except for any of such that, if not obtained, secured or made, would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect upon the Company.

Governmental Actions/Filings. (a) The Except as set forth in Schedule 2.21(a), the Company and its Subsidiaries have each Company Subsidiary has been granted and holdholds, and have has made, all Governmental Actions/Filings (including, without limitation, Governmental Actions/Filings required for emission or discharge of effluents and pollutants into the air and the wateras defined below) necessary to the conduct by the Company and of its Subsidiaries of their businesses business (as presently conducted and as presently proposed to be conducted) or used or held for use by the Company or a Company Subsidiary, and its Subsidiariestrue, complete and correct copies of which have heretofore been delivered to Parent or Parent’s Counsel. Each such Governmental Action/Filing is in full force and effect and, except for any of as disclosed in Schedule 2.21(a) hereto, will not expire prior to December 31, 2007, and the foregoing that if not granted, held or made would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Company. The Company and its Subsidiaries are each Company Subsidiary is in substantial compliance in all material respects with all of their its material obligations with respect to such Governmental Actions/Filingsthereto. To the knowledge of the Company, no No event has occurred and is continuing which requires or permits, or after notice or lapse of time or both would require or permit, and consummation of the transactions contemplated by this Agreement or any ancillary documents will not require or permit (with or without notice or lapse of time, or both), any modification or termination of any such Governmental Actions/Filings except such events which, either individually or in the aggregate, would not have a Material Adverse Effect on upon the CompanyCompany or a Company Subsidiary.

Governmental Actions/Filings. (a) The Except as set forth in Schedule 2.21(a), the Company and its Subsidiaries have has been granted and holdholds, and have has made, all Governmental Actions/Filings (including, without limitation, Governmental Actions/Filings required for emission or discharge of effluents and pollutants into the air and the water) necessary to the conduct by the Company and of its Subsidiaries of their businesses business (as presently conducted) or used or held for use by the Company and its Subsidiaries), except for any Governmental Actions/Filings the failure of the foregoing that if not grantedwhich to have been granted to, held by or made by the Company would not reasonably be expected to havenot, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on the Company. The Company True, complete and its Subsidiaries are in substantial compliance in all material respects with all correct copies of their obligations with respect to each such Governmental Actions/FilingsFiling has heretofore been delivered or made available to Parent. To Each such Governmental Actions/Filing is in full force and effect and the knowledge Company is in substantial compliance with all of its obligations with respect thereto, except for any such noncompliance which, individually or in the aggregate, would not have a Material Adverse Effect upon the Company, no . No event has occurred and is continuing which requires or permits, or after notice or lapse of time or both would require or permit, and consummation of the transactions contemplated by this Agreement or any ancillary documents of the other Transaction Documents will not require or permit (with or without notice or lapse of time, or both), any modification or termination of any such Governmental Actions/Filings except such events which, either individually or in the aggregate, would not have a Material Adverse Effect on upon the Company.

Governmental Actions/Filings. (a) The Except as set forth in Schedule 2.21(a), the Company and its Subsidiaries have been granted and hold, and have made, all Governmental Actions/Filings (including, without limitation, Governmental Actions/Filings required for emission or discharge of effluents and pollutants into the air and the water) necessary to the conduct by the Company and its Subsidiaries of their businesses (as presently conducted) or used or held for use by the Company and its Subsidiaries, except for any of the foregoing that if not granted, held or made would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Company. The Except as set forth in Schedule 2.21(a) or as would not, individually or in the aggregate, be material and adverse to the Company and its Subsidiaries, taken as a whole, or, after the Closing, Parent and its Subsidiaries, taken as a whole, the Company and its Subsidiaries are in substantial compliance in all material respects with all of their obligations with respect to such Governmental Actions/Filings. To the knowledge of the Company, no event has occurred and is continuing which requires or permits, or after notice or lapse of time or both would require or permit, and consummation of the transactions contemplated by this Agreement or any ancillary documents will not require or permit (with or without notice or lapse of time, or both), any modification or termination of any such Governmental Actions/Filings except such events which, either individually or in the aggregate, would not have a Material Adverse Effect on the Company.

Governmental Actions/Filings. (a) The Companies and the Company and its Subsidiaries have been granted and hold, and have made, all Governmental Actions/Filings (including, without limitation, Governmental Actions/Filings required for emission or discharge of effluents and pollutants into the air and the water) necessary to the conduct by of the business of the Company and its Subsidiaries of their businesses (Group, taken as presently conducted) a whole, as currently conducted or used or held for use by the Companies and Company and its Subsidiaries, except for any of the foregoing that that, if not granted, held or made made, would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the CompanyCompany Group, taken as a whole. The Companies and Company and its Subsidiaries are in substantial compliance in all material respects with all of their obligations with respect to such Governmental Actions/Filings. To the knowledge of the CompanyCompanies, no event has occurred and is continuing which requires or permits, or after notice or lapse of time or both would require or permit, and consummation of the transactions contemplated by this Agreement or any ancillary documents Transactions will not require or permit (with or without notice or lapse of time, or both), any modification or termination of any such Governmental Actions/Filings Filings, except such events which, either individually or in the aggregate, would not have a Material Adverse Effect on the CompanyCompany Group, taken as a whole.