No Default; Compliance with Applicable Laws. Except as set forth on Schedule 3.10 hereto, the business of the Company and each of its Subsidiaries is not in default or violation of any term, condition or provision of (i) its respective articles of incorporation or by-laws or similar organizational documents, (ii) any Material Agreement or (iii) any federal, state, local or foreign statute, law, ordinance, rule, regulation, judgment, decree, order, concession, grant, franchise, permit or license or other governmental authorization or approval applicable to the Company or any of its Subsidiaries, excluding from the foregoing clauses (ii) and (iii), defaults or violations which would not, individually or in the aggregate, have a material adverse effect on the Company and its Subsidiaries, taken as a whole.
Appears in 2 contracts
Samples: Merger Agreement (Handy & Harman), Merger Agreement (Handy & Harman)
No Default; Compliance with Applicable Laws. Except as ------------------------------------------- set forth on Schedule 3.10 hereto, the business of the Company and each of its Subsidiaries is not in default or violation of any term, condition or provision of (i) its respective articles of incorporation or by-laws or similar organizational documents, (ii) any Material Agreement or (iii) any federal, state, local or foreign statute, law, ordinance, rule, regulation, judgment, decree, order, concession, grant, franchise, permit or license or other governmental authorization or approval applicable to the Company or any of its Subsidiaries, excluding from the foregoing clauses (ii) and (iii), defaults or violations which would not, individually or in the aggregate, have a material adverse effect on the Company and its Subsidiaries, taken as a whole.
Appears in 2 contracts
Samples: Merger Agreement (Societe Nationale D Exploitation Indus Des Tabacs Et Allumet), Merger Agreement (Consolidated Cigar Holdings Inc)
No Default; Compliance with Applicable Laws. Except as set forth on Schedule 3.10 hereto, the The business of the Company and each of its Subsidiaries subsidiaries is not in default (with or without due notice or the passage of time or both) or violation of of, any term, condition or provision of (i) its their respective articles certificates of incorporation or by-laws or similar organizational documents, (ii) any Material Agreement or (iii) any federal, state, local or foreign statute, law, ordinance, rule, regulation, judgment, decree, order, arbitration award, concession, grant, franchise, permit or license or other governmental authorization or approval applicable to the Company or any of its Subsidiariessubsidiaries, excluding from the foregoing clauses (i), (ii) and (iii), defaults or violations which would not, individually or in the aggregate, not have a material adverse effect on the Company and its Subsidiariessubsidiaries, taken as a whole.
Appears in 2 contracts
Samples: Merger Agreement (Brookdale Living Communities Inc), Merger Agreement (Fortress Brookdale Acquisition LLC)
No Default; Compliance with Applicable Laws. Except as set forth on Schedule 3.10 hereto, the business of the Company and each of its Subsidiaries Sub sidiaries is not in default or violation of any term, condition or provision of (i) its respective articles of incorporation or by-laws or similar organizational documentsdocu ments, (ii) any Material Agreement or (iii) any federal, state, local or foreign statute, law, ordinance, rule, regulation, judgment, decree, order, concession, grant, franchise, permit or license or other governmental authorization autho rization or approval applicable to the Company or any of its Subsidiaries, excluding from the foregoing clauses (ii) and (iii), defaults or violations which would not, individually or in the aggregate, have a material adverse effect on the Company and its Subsidiaries, taken as a whole.
Appears in 1 contract
Samples: Merger Agreement (WHX Corp)