Common use of Legal and Other Compliance Clause in Contracts

Legal and Other Compliance. Seller is in compliance in all material respects with all Applicable Laws that are related to or necessary for the operation of the Acquired Business. No Action or Proceeding has been filed or commenced or, to the Knowledge of Seller threatened against Seller alleging any failure so to comply, nor, to the Knowledge of Seller is there any reasonable basis therefor.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ikanos Communications), Asset Purchase Agreement (Ikanos Communications)

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Legal and Other Compliance. Seller Sellers is in compliance in all material respects with all Applicable Laws that are related applicable Legal Requirements relating to or necessary for the operation conduct of the Business and the Acquired Business. No Action or Proceeding Assets, the violation of which would have a Material Adverse Effect, and no action has been filed or commenced or, to the Knowledge of Seller Sellers's Knowledge, threatened against Seller it alleging any failure so to comply. Without limiting the generality of the foregoing, nor, Sellers shall or does not have to comply with the Knowledge provisions of Seller is there any reasonable basis thereforbulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nova Mining Corp), Asset Purchase Agreement (Nova Mining Corp)

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Legal and Other Compliance. Seller is in compliance in all material respects with all Applicable Laws that are related applicable Legal Requirements relating to or necessary for the operation conduct of the Business and the Acquired Business. No Action or Proceeding Assets, the violation of which would have a Material Adverse Effect, and no action has been filed or commenced or, to the Knowledge of Seller Seller’s Knowledge, threatened against Seller it alleging any failure so to comply. Without limiting the generality of the foregoing, nor, Seller shall or does not have to comply with the Knowledge provisions of Seller is there any reasonable basis thereforbulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (American Greetings Corp)

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