Licenses/Authorizations. 3DS, any 3DS Group Company and their licensors shall not be liable if authorizations, licenses and approvals, required for export to Customer under Export Control Regulations, are not sought or obtained.
Licenses/Authorizations. Prior to the Closing, the Purchaser shall have obtained all material licenses or other material authorizations required for its conduct of the Business and the operation of the Purchased Assets, including the licenses required under the Canadian Goods and Services Tax and Quebec Sales Tax laws.
Licenses/Authorizations. (1) The Company is, and has been substantially in compliance of the regulations applicable to it or its operation or businesses or to the property or use of any of its assets and has the licenses, authorizations, qualifications and/or other authorizations to carry out its present activity.
(2) The Company has not received notification or communication whatsoever (whether oral or written) from any Governmental Authority or other person on any present, stated or possible violation of, or failure to comply with, any Legal Requirement, nor have reasons to believe that it may receive it in the future. By “Legal Requirement” it is understood any order, constitution, law, decree, ordinance, qualification, regulation, statute, or treaty, whether federal, provincial, municipal, foreign, international, multinational or administrative, as well as any award, decision, judicial requirement, order, resolution, or subpoena issued, made, pronounced by any judicial court, court, arbitrator or Governmental Authority.
(3) To the best of the Sellers knowledge it has not occurred any event or existed any circumstance that (i) may constitute or result in a violation of any Legal Requirement by the Company, or (ii) may result in a Company obligation to commit itself to file, or of assuming all or a part of the costs of, any action for indemnification of any nature.
(4) Lack of any license and/or authorization shall not entitle the Purchasers to claim damages nor loss profits deriving from it, without prejudice that the Sellers shall be liable for the payment of penalty and/or any claim by the Governmental Authority.
Licenses/Authorizations. (a) Section 3.12 of the Cosmo Disclosure Schedule contains a complete and accurate list of all material governmental licenses, consents, qualifications, registrations, clearances, permits, franchises, variances, exemptions and other authorizations issued, granted, given or otherwise made available by or under the authority of, or any required notification to, any Governmental Authority or pursuant to any Law necessary for the conduct of the Business as conducted on the date hereof (“Licenses”), including (i) all authorizations under the Federal Food, Drug and Cosmetic Act of 1938 (the “FDCA”), the Public Health Service Act of 1944 and the regulations of the U.S. Food and Drug Administration (the “FDA”) promulgated under any of the foregoing or any Similar Law or authorization of any other Governmental Authority, (ii) all applicable authorizations held under the Irish Medicinal Products (Control of Manufacture) Regulations 2007 or the Irish Medicinal Products (Control of Placing on the Market) Regulations 2007 and the regulations of the Irish Medicines Board, (iii) all such applicable authorizations by any other Governmental Authority that is concerned with the quality, identity, strength, purity, safety, efficacy, marketing, developing or manufacturing of the Acquired Products necessary for the lawful operating of the Business as conducted on the date hereof and (iv) all Environmental Licenses. Each such License (i) will be issued to or be in the name of a Tech Group Entity as of the Closing and is, or will be after the consummation of the Transaction, at the Closing, in full force and effect, except for those whose failure to be in full force and effect could not, individually or in the aggregate, have or reasonably be expected to have a Business Material Adverse Effect, and (ii) is not subject to any pending or, to the Knowledge of Cosmo, threatened Action for the purposes of revoking, limiting or amending such License, except for any revocation, amendment or limitation that could not, individually or in the aggregate, have or reasonably be expected to have a Business Material Adverse Effect. As of the date hereof, none of Cosmo or any of its Subsidiaries has received written notice or, to the Knowledge of Cosmo, any other notice from any Governmental Authority that (A) any such existing License will be revoked or (B) any pending application for any such new License or renewal of any existing License will be denied, except as could not, individually or i...
Licenses/Authorizations. DS, any DS Group Company and their licensors shall not be liable if authorizations, licenses and approvals, required for export to Customer under Export Control Regulations, are not sought or obtained.
Licenses/Authorizations. The Company has in place all the licenses and/or authorizations needed as per the Romanian legislation to carry out its core activity, which remain valid and usable, as they were issued by the relevant authorities, after the consummation of the Transaction as provided herein.
Licenses/Authorizations. The General Partner shall, on behalf of the Partnership and consistent with Section 14.1,
(a) cause to be transferred to the Partnership’s name all licenses, permits or other regulatory approvals necessary to provide Cellular Service;
(b) if other local, state or federal licenses, permits, certificates of convenience, franchises, or other approvals or authorities are necessary to provide Cellular Service, make application to the appropriate authority.
