Licenses; Permits; Compliance. (a) To the knowledge of the Company, the Company and its Subsidiaries are in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its properties and to carry on its business as it is now being conducted (collectively, the "COMPANY PERMITS"), and there is no Action, pending or, to the knowledge of the Company, threatened, regarding any of the Company Permits. The Company and its Subsidiaries are not in material conflict with, or in material default or violation of, any of the Company Permits.
Licenses; Permits; Compliance. 27 Section 5.20. Institutional Pharmacy Business...................................................29 Section 5.21. Environmental Matters.............................................................29
Licenses; Permits; Compliance. (a) The Company and its Subsidiaries are in possession of all franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), except for failures to so possess as would not reasonably be expected to have a Material Adverse Effect on the Company. There is no suit, arbitration, inquiry, prosecution, claim, action, proceeding, hearing, notice of violation, demand letter or investigation by, of, in or before any Governmental Authority (an “Action”), pending or, to the knowledge of the Company, threatened, regarding any of the Company Permits, except as 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 not in conflict with, or in default or violation of, in any respect, any of the Company Permits, except as would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Company.
Licenses; Permits; Compliance. 27 4.20. Institutional Pharmacy Business....................................................29 4.21.
Licenses; Permits; Compliance. (a) The Company and all of its Subsidiaries hold all Permits necessary to conduct their respective businesses as presently being conducted. A list of all of the Permits held by the Company and its Subsidiaries is set forth Schedule 5.7(a) including the expiration for each Permit. A complete copy of each such Permit has been made available to the Purchaser. Except as set forth in Schedule 5.7(a) including expiration date: (i) such Permits are in full force and effect, (ii) no violations are or have been alleged with respect of any thereof, (iii) no proceeding is pending or, to the Knowledge of the Company, threatened, against the Company or any of its Subsidiaries in connection with the right to operate under the Permits, or that could reasonably be expected to result in any fines, penalties or other losses that are not reserved for in the Company Financial Statements, and (iv) provided the Required Telecommunications Notices and Consents are obtained, the consummation of the Contemplated Transactions will not result in any fines or penalties or the non-renewal, revocation or the termination of any such Permit.
Licenses; Permits; Compliance. The Company possess all licenses and other required governmental or official approvals, permits, consents and authorizations (as listed on SCHEDULE 2.16 attached to this Agreement), the failure of which to possess would, individually or in the aggregate, have a material adverse effect on the business, financial condition, operations, prospects or results of operations of the Company. The Company and the Stockholders are in compliance with: (i) the terms of all contractual obligations which directly or indirectly affect the Company; (ii) all laws, ordinances, statutes and regulations where noncompliance could have an adverse effect on the Company or its businesses, prospects or assets; and, (iii) all judgments, orders, rulings or other decisions of any governmental or other regulatory authority, court or arbitrator having jurisdiction over the Stockholders or the Company. The Company has furnished to Buyer true and correct copies of all correspondence from all governmental authorities asserting that the Company or the Stockholders are not, was not or may not have been in compliance with all applicable laws, rules, regulations, judgments, orders or decrees.
Licenses; Permits; Compliance. The Seller posses all licenses and other required governmental or official approvals, permits, consents and authorizations (as listed on Schedule 4.9 attached to this Agreement), the failure of which to posses would, individually or in the aggregate, have a material adverse effect on the business, financial condition, operations, prospects or result of operations of the Seller. The Seller is in compliance with: (i) the terms of all contractual obligations which directly or indirectly affect the Seller; (ii) all laws rulings or other decisions on any governmental or other regulatory authority, court or arbitrator having jurisdiction over the Seller. The Seller has furnished the Purchaser true and correct copies of all correspondence from all governmental authorities asserting that the Seller is not, was not or may not have been in compliance with all applicable laws, rules, regulations, judgments, orders or decrees. Compliance with laws: The Seller has complied in all material respects with all federal, state, county and local laws, ordinances, regulations, inspections, orders, judgments, injunctions, awards or decrees applicable to it or its business which, if not complied with, would materially and aversely affect the business. 4.10
Licenses; Permits; Compliance. Metropolitan, Metcare and Wand possess all licenses and other required governmental or official approvals, permits, consents and authorizations (as listed on Schedule 2.20 attached to this Agreement), the failure of which to possess would, individually or in the aggregate, have a material adverse effect on the business, financial condition, operations, prospects or results of operations of Metcare. Except for any Matter from the Prior Period, for the Relevant Period, Metcare is in compliance with: (i) the terms of all contractual obligations which directly or indirectly affect Metcare; (ii) all laws, ordinances, statutes and regulations where noncompliance could have an adverse effect on Metcare or its businesses, prospects or assets; and, (iii) all judgments, orders, rulings or other decisions of any governmental or other regulatory authority, court or arbitrator having jurisdiction over Metcare. Except for any Matter from the Prior Period, Metropolitan and Metcare have furnished to Wand true and correct copies of all correspondence from all governmental authorities asserting that Metcare is not, was not or may not have been in compliance with all applicable laws, rules, regulations, judgments, orders or decrees.
Licenses; Permits; Compliance. Sheridan, the Company and all physician employees of the Company, possess all licenses and other required governmental or official approvals, permits, consents and authorizations (as listed on Schedule 2.20 attached to this Agreement), the failure of which to possess would, individually or in the aggregate, have a material adverse effect on the business, financial condition, operations, prospects or results of operations of the Company. Except for any Matter from the Prior Period the Company is in compliance with: (i) the terms of all contractual obligations which directly or indirectly affect the Company; (ii) all laws, ordinances, statutes and regulations where noncompliance could have an adverse effect on the Company or its businesses, prospects or assets; and, (iii) all judgments, orders, rulings or other decisions of any governmental or other regulatory authority, court or arbitrator having jurisdiction over the Company. Except for any Matter from the Prior Period Sheridan and the Company have furnished to Buyer true and correct copies of all correspondence from all governmental authorities asserting that the Company is not, was not or may not have been in compliance with all applicable laws, rules, regulations, judgments, orders or decrees.
Licenses; Permits; Compliance. Sheridan, the Company, Drs. Weitx, Xxttxx xxx DeSolo possess all licenses and other required governmental or official approvals, permits, consents and authorizations (as listed on Schedule 2.20 attached to this Agreement), the failure of which to possess would, individually or in the aggregate, have a material adverse effect on the business, financial condition, operations, prospects or results of operations of the Company. Except for any Matter from the Prior Period, for the Relevant Period, the Company is in compliance with: (i) the terms of all contractual obligations which directly or indirectly affect the Company; (ii) all laws, ordinances, statutes and regulations where noncompliance could have an adverse effect on the Company or its businesses, prospects or assets; and, (iii) all judgments, orders, rulings or other decisions of any governmental or other regulatory authority, court or arbitrator having jurisdiction over the Company. Except for any Matter from the Prior Period, Sheridan and the Company have furnished to Buyer true and correct copies of all correspondence from all governmental authorities asserting that the Company is not, was not or may not have been in compliance with all applicable laws, rules, regulations, judgments, orders or decrees.
