Permits; Authorizations. WWC has all permits, licenses and other authorizations necessary to the conduct of its business, and no permits, licenses or other authorizations have been, or are required to be, obtained or maintained, or will be required to be obtained or maintained upon consummation of the transactions contemplated hereby, and no governmental authority or agency with jurisdiction over WWC has asserted or, to the best of the WWC Shareholder's and WWC's knowledge, is likely to assert that any permits, licenses or other authorizations have been, or are required to be, obtained or maintained by WWC, or will be required to be obtained or maintained upon consummation of the transactions contemplated hereby, other than those which WWC has already obtained, with respect to the operation of WWC's business under any law or any regulations in effect on the date hereof, including, but not limited to, laws relating to pollution or protection of the environment, including laws relating to emissions, discharges, releases or threatened releases of pollutants, contaminants, chemicals, or industrial or hazardous substances or wastes into the environment (including, without limitation, ambient air, surface water, ground water, land surfaces or subsurface strata) or otherwise relating to the manufacture, processing, distribution, use, treatment, storage, disposal, transport or handling of pollutants, contaminants, chemicals or industrial toxic or hazardous substances or wastes (collectively, the "Environmental Laws"). Except as noted in the Disclosure Schedule, to the best of the WWC Shareholder's and WWC's knowledge, WWC is in substantial compliance, and upon consummation of the transactions contemplated hereby will continue in substantial compliance, with all material limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules and timetables contained in all laws applicable to WWC (including all Environmental Laws) or contained in any regulation, code, plan, order, decree, judgment, injunction, notice or demand letter issued, entered, promulgated or approved thereunder, unless the failure to so comply would not have a material and adverse effect on the business of WWC. No events, conditions, activities, practices, incidents, actions or plans of action taken or to be taken by WWC or, to the best of the WWC Shareholder's and WWC's knowledge, any predecessor in interest, are reasonably likely to interfere with or prevent substantial compliance or co...
Permits; Authorizations. Each of COFI and St. Paul xxxll have obtained all permits, authorizations, waivers, approvals and consents (other than the Bevexxx Xxxses) required for the lawful consummation of the Company Merger, unless the failure to obtain such permits, authorizations, waivers, approvals and consents is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on COFI and its Subsidiaries or St. Paul xxx its Subsidiaries.
Permits; Authorizations. No permits, licenses or other authorizations have been, and no governmental authority or agency with jurisdiction over WorldPort has asserted or, to the best of WorldPort's knowledge, is likely to assert that any permits, licenses or other authorizations have been required to be obtained or maintained by WorldPort. To the best of WorldPort's knowledge, WorldPort is in substantial compliance, and upon consummation of the transactions contemplated hereby will continue in substantial compliance, with all material limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules and timetables contained in all laws applicable to WorldPort or contained in any regulation, code, plan, order, decree, judgment, injunction, notice or demand letter issued, entered, promulgated or approved thereunder, unless the failure to so comply would not have a material and adverse effect on the business of WorldPort. No events, conditions, activities, practices, incidents, actions or plans of action taken or to be taken by WorldPort or, to the best of WorldPort's knowledge, any predecessor in interest, are reasonably likely to interfere with or prevent substantial compliance or continued compliance with, to the extent any are applicable, all laws or with any regulation, code, plan, order, decree, judgment, injunction, notice or demand letter issued, entered, promulgated or approved thereunder;
Permits; Authorizations. Each of Mutual First and Xxxxxx shall have obtained all material permits, authorizations, consents, waivers and approvals required for the lawful consummation of the Company Merger.
Permits; Authorizations. All permits, authorizations, licenses, approvals and notifications of Governmental Entities that are necessary for the Company and its subsidiaries to conduct their businesses after the Effective Date in the same manner as such businesses are conducted as of the Effective Date, including, but not limited to, Environmental Permits, shall have been provided, issued, obtained, transferred or reissued, to the extent necessary under applicable law, except for such permits, authorizations, licenses, approvals and notifications the failure of which to provide, issue, obtain, transfer or reissue would not have a material adverse effect on the Company and its subsidiaries taken as a whole.
Permits; Authorizations. Customer acknowledges that it may require a permit, approval or other authorization from relevant government entities in order to import or export the Products. Customer shall obtain all permits, authorizations and/or approvals necessary to receive the Products in accordance with all applicable laws related to the importing and exporting of Products (and upon request from Codex DNA shall provide sufficient evidence to demonstrate that it has obtained such permits, authorizations and approvals). Codex DNA shall not be responsible for obtaining any such permits, authorizations, and/or approvals on behalf of Customer and no amounts shall be refunded to Customer.
Permits; Authorizations. The Company holds, and is operating in compliance in all respects with, all franchises, grants, authorizations, licenses, permits, easements, consents, certificates and orders of any Governmental Authority or self-regulatory body required for the conduct of its business, except where the failure to be in compliance would not individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and all such franchises, grants, authorizations, licenses, permits, easements, consents, certifications and orders are valid and in full force and effect except where the failure to be valid and in full force would not individually or in the aggregate, reasonably be expected to result in a Material Adverse Change; and the Company has not received notice of any revocation or modification of any such franchise, grant, authorization, license, permit, easement, consent, certification or order or has reason to believe that any such franchise, grant, authorization, license, permit, easement, consent, certification or order will not be renewed in the ordinary course; and the Company is in compliance in all material respects with all applicable U.S. and Canadian federal, provincial, state, local and foreign laws, regulations, orders and decrees.
Permits; Authorizations. Promptly after the execution of this Agreement, CSMG shall make applications for all permits and authorizations required for the performance of its obligations under this Agreement.
Permits; Authorizations a. Seller shall obtain and maintain all permits, authorizations, easements, and rights of way required for the performance of its obligations hereunder, including any permits or permit modifications required for siting Purchaser’s Facilities on a flood plain on the Leased Site.
Permits; Authorizations. Seller will use commercially reasonable efforts to timely and promptly obtain all necessary permits and authorizations, if any, required to deliver Landfill Gas to Purchaser in accordance with this Agreement. Seller shall provide Purchaser reasonable written notice prior to filing for, or requesting, any permit, authorization, zoning change, consent, or approval (or any modification of any of the foregoing) related to this Agreement. Any permits and authorizations relating primarily to the Purchaser’s Facilities or Purchaser’s business operations shall be the sole responsibility and obligation of Purchaser. Purchaser shall provide Seller reasonable written notice prior to filing for, or requesting, any permit, authorization, zoning change, consent, or approval (or any modification of any of the foregoing) related to the Purchaser’s Facilities, Purchaser’s Site, or Purchaser’s business operations related to this Agreement. Upon written request, each Party shall provide the other with a copy of the application and status of the permits and authorizations described above. Notwithstanding any other provision of this Agreement, Purchaser shall not be obligated to commence or continue design or construction of the Purchaser’s Facilities or of any additions, improvements or modifications thereto, or of any modifications to Seller’s Facilities, except to the extent that Purchaser and Seller have obtained all necessary permits and authorizations therefore and Purchaser has entered into one or more Gas Purchase Agreements upon terms and with respect to quantities of Landfill Gas sufficient in Purchaser’s sole and absolute discretion to render such facilities economically viable and advisable, taking into account (among other matters) the financial terms of this Agreement. Purchaser will use commercially reasonable efforts to enter into one or more Gas Purchase Agreements acceptable to it and to obtain all such necessary permits and authorizations. This Article 2.1 shall in no way limit or modify Seller’s rights set out in Article 6 below.
