Permits and Compliance with Law. Except as set forth in Section 3.6 of the Disclosure Schedule and except as provided in Section 3.3 of the Disclosure Schedule with respect to Environmental Matters and in Section 3.10 of the Disclosure Schedule with respect to labor and employment matters:
(a) the Subsidiaries hold all material Permits which are necessary to conduct the Business as presently carried on by the members of the Seller Group;
(b) the members of the Seller Group (i) have conducted the Business in compliance in all material respects with all laws, statutes, ordinances, rules, regulations and orders of any Government Authority applicable to the Business or to any of their respective assets (including the Purchased Assets), (ii) have not received notice of any violation of, or any potential liability under, any laws, statutes, ordinances, rules, regulations and orders of any Government Authority applicable to the Business or to any of its assets (including the Purchased Assets), and (iii) are not required to make any material expenditure to achieve or maintain compliance with any such laws, statutes, ordinances, rules, regulations and orders; and
(c) each Subsidiary has fulfilled and performed in all material respects its obligations under each Permit, and (i) no event has occurred or condition or state of facts exists which constitutes or, after notice or lapse of time or both, would constitute a material breach or default under any such material Permit or which permits or, after notice or lapse of time or both, would permit revocation or termination of any such material Permit, or which would materially adversely affect the rights of any member of the Seller Group under any such material Permit, (ii) no written notice of cancellation, of default or of any dispute concerning any material Permit, or of any event, condition or state of facts described in the preceding clause, has been received by Sellers, and (iii) each Permit is valid, subsisting and in full force and effect.
Permits and Compliance with Law. DELTA-T shall, at its expense, secure all permits that it is required by any federal, state or local law rule, regulation or other legal requirement (“Legal Requirements”) to procure in connection with its performance of the Work. All other permits required by applicable law or regulation, including without limitation, permits related to environmental protection, operation of the plant at which the Equipment is installed, or activities of Owner or any of its contractors (other than DELTA-T), shall be secured by Owner at Owner’s expense. DELTA-T shall comply with all Legal Requirements that are applicable to its performance of the Work, and all work product generated by DELTA-T in connection with the Work shall comply with all such Legal Requirements.
Permits and Compliance with Law. Grantee shall be responsible, at its sole cost and expense, for (i) obtaining and maintaining in force any and all permits, licenses, consents and governmental approvals (if any) (collectively, “Permits”) required from time to time by any laws, statutes, ordinances, codes, bylaws, orders, rules, regulations, restrictions and decrees from time to time in force and applicable to the construction of the connection between the Park Drainage System and the AY Project Drainage System or to the discharge of drainage from Grantee’s Land through the Park Drainage System into the AY Project Drainage System (collectively, “Legal Requirements”), and (ii) complying with the terms of all Legal Requirements applicable to, and all Permits (if any) issued in connection with, the construction of the connection between the Park Drainage System and the AY Project Drainage System or the drainage discharge from Grantee’s Land through the Park Drainage System into the AY Project Drainage System. Grantee shall provide copies of all such Permits (or a statement that no such Permits are then currently required under applicable Legal Requirements) to Grantor promptly following written request therefor by Grantor.
Permits and Compliance with Law. AMD and/or its Representatives shall, at their own expense, obtain prior to any access to the Property, and maintain during the term of any Remediation Activity, all Governmental Approvals of whatever nature from any Governmental Authorities necessary to perform the Remediation Activities. AMD shall, and shall cause its Representatives to, comply with all Applicable Laws, as well as any applicable site safety rules of FASL.
Permits and Compliance with Law. The Owner has obtained or will obtain all necessary governmental permits for the project. The On-site Sewage Disposal System for the dwelling on the Property, after completion of the project, will comply with all applicable laws, regulations, codes and ordinances, including but not limited to Title 5; and
Permits and Compliance with Law. Licensee and/or its contractors shall conduct the Studies in accordance with all applicable federal, state, and local laws, regulations, standards, directives, guidelines, and judicial and administrative orders and decrees (collectively, “Laws”) currently existing and as may be amended, enacted, issued, or adopted, prior to conducting the Studies, and shall obtain and maintain, at its sole cost and expense, all governmental permits and authorizations required by any governmental authority for the Studies and all activities associated therewith, or any other activity of Licensee on the Property. Licensee shall provide copies of all such permits to SARDA prior to performing the Studies.
Permits and Compliance with Law. (a) Except as disclosed on Schedule 3.6(a) of the Company’s Disclosure Schedule, the Company and the Company Subsidiaries hold and are in compliance with, and with respect to Franchising Approvals, since January 1, 2002, have held and been in compliance with, all applicable permits, certificates, licenses, approvals, registrations and authorizations (collectively, “Government Approvals”), required by them under all applicable laws to conduct their businesses as currently conducted (including all Government Approvals related to or governing franchises and/or the offer or sales of franchises, and/or the operation of the Company’s and/or the Company Subsidiaries’ franchising business (collectively, “Franchising Approvals”)), except where failure(s) to have the same, or be in compliance therewith, individually or in the aggregate, would not be a Material Adverse Effect on the Company and the Company Subsidiaries taken as a whole.
(b) Except as disclosed on Schedule 3.6(b) of the Company’s Disclosure Schedule, the Company and the Company Subsidiaries are in compliance with, and with respect to Franchising Laws, since January 1, 2002, have been in compliance with, all applicable statutes, laws, rules, regulations, codes, ordinances and orders, of all governmental authorities (including all applicable statutes, laws, rules, regulations, codes, ordinances, and orders related to or governing franchises and/or the offer or sales of franchises and/or the operation of the Company’s and/or the Company Subsidiaries’ franchising business (collectively, “Franchising Laws”)), except where failure(s) to be in compliance therewith, individually or in the aggregate, would not be a Material Adverse Effect on the Company and the Company Subsidiaries taken as a whole.
(c) Except as disclosed on Schedule 3.6(c) of the Company’s Disclosure Schedule, there is no action, case or proceeding pending against the Company or any Company Subsidiary or, to the Knowledge of the Company, threatened against the Company or any Company Subsidiary by any governmental authority with respect to (i) any alleged material violation by the Company or any Company Subsidiary of any Franchising Law, or (ii) any alleged material failure by the Company or any Company Subsidiary to have, or to comply with the material terms of, any Franchising Approval.
Permits and Compliance with Law. Tenant shall not use or suffer or permit any person to use the Demised Premises for any unlawful purpose. Tenant shall apply for and obtain and maintain at Tenant’s sole cost and expense all licenses and permits from any and all governmental authorities having jurisdiction of the Demised Premises which may be necessary for the conduct of Tenant’s business therein. Tenant shall also pay all fees in connection with any licenses or permits required by the local municipal authority for any equipment or machinery at the Demised Premises whether owned by the Landlord or the Tenant. Tenant further covenants to comply with all present and future applicable laws, resolutions, codes, rules and regulations of any department, bureau, agency or any governmental authority having jurisdiction over the operation, occupancy, maintenance and use of the Demised Premises and all insurance requirements and recommendations. Tenant also covenants to comply with any and all regulations and rules applicable to the Demised Premises issued by the Board of Fire Underwriters or by any other body hereinafter constituted exercising similar functions, and by insurance companies writing policies covering the Demised Premises and the Improvements which now or hereafter may become applicable to the Demises Premises. Without diminishing the obligation of Tenant, if Tenant shall at any time fail or neglect to comply to the extent reasonably appropriate, and as expeditiously as reasonably feasible, with any of said laws, rules, requirements, orders, directions, ordinances or regulations, concerning or affecting the Demised Premises or the use and occupation thereof, as herein provided, Landlord, in addition to any other remedies, shall, upon ten (10) business days’ written notice to Tenant, unless in an emergency then without notice, be at liberty to comply therewith, and all reasonable expenses of Landlord in connection therewith shall be paid by Tenant, and upon Tenant’s failure so to pay, Landlord may pay the same and any payments so made by Landlord shall be reimbursed to Landlord by Tenant as Additional Rent with interest to be paid at the Interest Rate together with the installment of Fixed Annual Rent next coming due and shall entitle Landlord to enforce any of the terms, provisions, conditions and covenants herein contained that may be applicable to such rent. Tenant shall have the right, after prior written notice to Landlord, and after obtaining any required stay, to contest by appro...
Permits and Compliance with Law. A. Disney is responsible for obtaining business occupational permits or licenses as may be required by law in connection with its use of the Premises.
X. Xxxxxx warrants that no music or artistic work or other property protected by copyright will be performed, produced, exhibited or used, nor will the name of any entity protected by trademark be reproduced, exhibited or used during Disney's use of the Premises, unless Xxxxxx has obtained express written permission and license from the copyright or trademark holder.
X. Xxxxxx agrees to comply strictly with all laws respecting copyright and trademarks and represents that it will not infringe any related statutory, common law or other rights of any person during its use of the Premises. Disney is responsible for remitting payment to appropriate agencies for its use of copyrighted materials. Disney will indemnify and hold OCCC and its officers, employees and agents harmless from all liability, costs and claims, losses and/or damages (including reasonable court costs and attorney's fees) with respect to such copyright or trademark rights. Contracts with advertisers shall constitute consent by the advertiser for Disney to use property protected by copyright.
D. OCCC will obtain any and all necessary permissions from any third party in fulfilling its obligations hereunder without Disney requiring any permission from such third party. Without limiting any of the foregoing, OCCC will comply in all material respects with all laws applicable to it in connection with this Agreement.
Permits and Compliance with Law. (a) The Company possesses all permits, licenses, variances, exemptions, orders, approvals and authorizations of all Governmental Entities that are necessary or appropriate for the lawful conduct of the Business as currently conducted (the "Permits"), except where the failure to obtain or hold any such Permits, on either an individual or aggregate basis, has not resulted, or is not likely to result, in a Material Adverse Effect on the Company. Except as set forth in Section 3.8(a) of the Disclosure Schedule, the Company and the Business are in compliance with all applicable Permits, Orders and Laws, except for violations which, individually or in the aggregate, have not resulted, or are not likely to result, in a Material Adverse Effect on the Company. The Company is in compliance in all respects with the terms and provisions of its Articles of Incorporation and Bylaws, each as amended and/or restated to date.
(b) To the Knowledge of the Company, there is no existing or proposed Law or Order, applicable or binding on the Company or any of its properties or the Business or to which the Company or any of its properties or the Business is subject or pertaining to any of the transactions contemplated or referred to in any Transaction Document, which could be expected to prohibit or restrict the conduct of the Business in any jurisdiction in which it now conducts or proposes to conduct its business, or otherwise have a Material Adverse Effect on the Company. The Company has received no notice of, and to the Knowledge of the Company, no material expenditure is presently required by the Company to comply with any existing Law or Order, applicable or binding on the Company or any of its properties or to which the Company, any of its properties or the Business are applicable or pertaining to the consummation by the Company and the Stockholders of any of the transactions contemplated by the Transaction Documents.
