Common use of Permits and Legal Compliance Clause in Contracts

Permits and Legal Compliance. To the knowledge of the Shareholders and the Company, the Company and its Subsidiaries have all permits, licenses, orders, qualifications, and approvals of all governmental and regulatory authorities material to the conduct of their business, a correct and complete list of which is set forth in Schedule 2.2. To the knowledge of the Shareholders and the Company, all such permits, licenses, orders and approvals are in full force and effect, and no suspension or cancellation of any of them is pending or threatened. To the knowledge of the Shareholders and the Company, none of such permits, licenses, orders or approvals, and no application for any of such permits, licenses, orders or approvals, will be adversely affected by the consummation of the transactions contemplated by this Agreement. To the knowledge of the Shareholders and the Company, the Company and its Subsidiaries have complied with all applicable laws (including rules, regulations, codes, plans, injunctions, judgments, orders, decrees, rulings, and charges thereunder) of federal, state, local, and foreign governments (and all agencies thereof), and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against the Company or its Subsidiaries alleging any failure so to comply.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Transcoastal Marine Services Inc), Purchase and Sale Agreement (Transcoastal Marine Services Inc), Agreement and Plan of Merger (Transcoastal Marine Services Inc)

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Permits and Legal Compliance. To the knowledge of the Shareholders and the Company, the The Company and its Subsidiaries have all permits, licenses, orders, qualifications, and approvals of all governmental and regulatory authorities material to the conduct of their business, a correct and complete list of which is set forth in Schedule 2.2. To the knowledge 3.2(j) of the Shareholders and the Company, all Company Disclosure Schedule. All such permits, licenses, orders and approvals are in full force and effect, and no suspension or cancellation of any of them is pending or threatened. To the knowledge of the Shareholders and the Company, none None of such permits, licenses, orders or approvals, and no application for any of such permits, licenses, orders or approvals, will be adversely affected by the consummation of the transactions contemplated by this Agreement. To the best knowledge of the Shareholders Sellers and the Company, the Company and its Subsidiaries have complied with all applicable laws (including rules, regulations, codes, plans, injunctions, judgments, orders, decrees, rulings, and charges thereunder) of federal, state, local, and foreign governments (and all agencies thereof), and, to the best knowledge of Sellers and the Company, no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against the Company or its Subsidiaries alleging any failure so to comply.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Transcoastal Marine Services Inc)

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Permits and Legal Compliance. To the knowledge of the Shareholders The Company and the Company, the Company and its Subsidiaries Subsidiary have all permits, licenses, orders, qualifications, and approvals of all governmental and regulatory authorities material to the conduct of their business, a correct and complete list of which is set forth in Schedule 2.22.2(j). To the knowledge of the Shareholders and the Company, all All such permits, licenses, orders and approvals are in full force and effect, and no suspension or cancellation of any of them is pending or threatened. To the knowledge of the Shareholders and the Company, none None of such permits, licenses, orders or approvals, and no application for any of such permits, licenses, orders or approvals, will be adversely affected by the consummation of the transactions contemplated by this AgreementAgreement provided the requisite notice is provided or consent obtained. To the knowledge best of the Shareholders Members’ and the Company’s and Subsidiary’s knowledge, information and belief, the Company and its the Subsidiaries have complied with all applicable laws Applicable Laws (including rules, regulations, codes, plans, injunctions, judgments, orders, decrees, rulings, and charges thereunder) of federal, state, local, and foreign governments (and all agencies thereof), and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against the Company or its the Subsidiaries alleging any failure so to comply.

Appears in 1 contract

Samples: Membership Interest Purchase and Sale Agreement (Omni Energy Services Corp)

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