Common use of Legal Requirements; Permits and Licenses Clause in Contracts

Legal Requirements; Permits and Licenses. (a) To the Knowledge of AIDEA and the Acquired Companies, and except as disclosed in Disclosure Schedule 3.13(b) or in Disclosure Schedules 3.16(b), (d), and (e), the Operations and all of the Acquired Companies’ activities have been conducted in compliance, in all material respects, with all applicable statutes, regulations, codes, rules, injunctions, orders, judgments, and other legal requirements of any federal, state, local, or foreign government or governmental agency. Except as disclosed in Disclosure Schedule 3.13(b) or in Disclosure Schedules 3.16(b), (d), and (e), no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of the Acquired Companies or against AIDEA with respect to the Acquired Companies, alleging any failure so to comply. (b) Disclosure Schedule 3.13(b) lists all Permits and Licenses granted or afforded to the Acquired Companies by any government or governmental agency, all of which are valid and remain in effect. AIDEA has already delivered to IGU copies of all Permits and Licenses of any of the Acquired Companies. AIDEA and the Acquired Companies have received no notice that any of the Permits and Licenses is being or may potentially be revoked, suspended, or modified. The Permits and Licenses listed on Disclosure Schedule 3.13(b) are all of the governmental authorizations necessary for the Acquired Companies to carry on the Operations prior to the Closing Date, or for the Acquired Companies to continue the Operations after the Closing Date as they were previously conducted.

Appears in 3 contracts

Samples: LLC Membership Purchase and Sale Agreement, LLC Membership Purchase and Sale Agreement, LLC Membership Purchase and Sale Agreement

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Legal Requirements; Permits and Licenses. (a) To the best Knowledge of AIDEA Sellers and the Acquired Companies, and except as disclosed in Disclosure Schedule 3.13(b) or in Disclosure Schedules 3.16(b), (d), ) and (e), the Operations and all of the Acquired Companies’ activities have been conducted in compliance, in all material respects, with all applicable statutes, regulations, codes, rules, injunctions, orders, judgments, and other legal requirements of any federal, state, local, or foreign government or governmental agency. Except as disclosed in Disclosure Schedule 3.13(b) 3.13 or in Disclosure Schedules 3.16(b), (d), ) and (e), no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of the Acquired Companies or against AIDEA with respect to the Acquired Companies, alleging any failure so to comply. (b) Disclosure Schedule 3.13(b) lists all Permits and Licenses granted or afforded to the Acquired Companies by any government or governmental agency, all of which are valid and remain in effect. AIDEA has Sellers have already delivered to IGU AIDEA copies of all Permits and Licenses of any of the Acquired Companies. AIDEA Sellers and the Acquired Companies have received no notice that any of the Permits and Licenses is being or may potentially be revoked, suspended, suspended or modified. The Permits and Licenses listed on Disclosure Schedule 3.13(b) are all of the governmental authorizations necessary for the Acquired Companies to carry on the Operations prior to the Closing Date, or for the Acquired Companies to continue the Operations after the Closing Date as they were previously conducted.

Appears in 2 contracts

Samples: LLC Membership Purchase and Sale Agreement, LLC Membership Purchase and Sale Agreement

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