Permits; Burdensome Agreements. 24 2.26 Corporate Records; Copies of Documents...................... 25 2.27 Transactions with Interested Persons........................ 25 2.28
Permits; Burdensome Agreements. SCHEDULE 3.21 lists all material permits, registrations, licenses, franchises, certifications and other approvals (collectively, the "Approvals") required from Governmental Entities in order for the Company to conduct its business. The Company has obtained all the Approvals, which are valid and in full force and effect. Except as disclosed on SCHEDULE 3.21, none of the Approvals is subject to termination by their express terms as a result of the execution of this Agreement by the Company or the consummation of the Merger, and no further Approvals will be required in order to continue to conduct the business currently conducted by the Company subsequent to the Closing. Except as disclosed in SCHEDULE 3.21 or in any other schedule hereto, the Company is neither subject to nor bound by any agreement, judgment, decree or order which may materially and adversely affect its properties, assets, business, financial condition or prospects.
Permits; Burdensome Agreements. Schedule 2.22 lists all permits, registrations, licenses, franchises, certifications and other approvals (collectively, the "Approvals") required from federal, state or local authorities in order for Seller to conduct its Business. Seller has obtained all such Approvals, which are valid and in full force and effect, and is operating in compliance therewith. Such Approvals include, but are not limited to, those required under federal, state or local statutes, ordinances, orders, requirements, rules, regulations, or laws pertaining to environmental protection, public health and safety, worker health and safety, buildings, highways or zoning. Except as disclosed in Schedule 2.22, all such Approvals will be available and assigned to Buyer and remain in full force and effect upon Buyer's purchase of the Assets, and no further Approvals will be required in order for Buyer to conduct the business currently conducted by Seller subsequent to the Closing. Except as disclosed in Schedule 2.22 or in any other schedule hereto, Seller is not subject to or bound by any agreement, arrangement, judgment, decree or order which may materially and adversely affect its business or prospects, its condition, financial or otherwise, or any of its assets or properties.
Permits; Burdensome Agreements. Schedule 5.20 lists all permits, registrations, licenses, franchises, certifications and other approvals (collectively, the "Approvals") required from Governmental Entities in order for the Business to conduct its business. The Company and the Seller have obtained all the Approvals, which are valid and in full force and effect. Except as disclosed on Schedule 5.20, none of the Approvals is subject to termination by their express terms as a result of the execution of this Agreement by the Seller and the Company, and no further Approvals will be required in order to continue to conduct the business currently conducted by the Business subsequent to the Closing. Except as disclosed in Schedule 5.20, neither the Company nor the Seller is subject to nor bound by any agreement, judgment, decree or order which may materially and adversely affect the properties, assets, business, financial condition or prospects of the Business.
Permits; Burdensome Agreements. Schedule 2.25 lists all material ------------------------------ ------------- permits, registrations, licenses, franchises, certifications and other approvals (collectively, the "Approvals") required from federal, state or local authorities in order for each Company and each of its Subsidiaries to conduct its business. Each Company and each of its Subsidiaries has obtained all such Approvals, which are valid and in full force and effect, and is operating in material compliance therewith. Except as disclosed in Schedule 2.25 or in any ------------- other Schedule hereto, neither Company nor any of its Subsidiaries is subject to or bound by any agreement, judgment, decree or order which may have, either individually or in the aggregate, a Material Adverse Effect on the Companies and their Subsidiaries taken as a whole. Schedule 2.25 lists all registrations, ------------- certifications and similar approvals necessary or customary in the Companies' business for use in the manufacture, marketing, maintenance, leasing, sales and distribution of the Companies' and their Subsidiaries' products and services.
Permits; Burdensome Agreements. Schedule 2.22 lists all permits, ------------------------------ ------------- registrations, licenses, franchises, certifications and other approvals (collectively, the "Approvals") required from federal, state or local authorities in order for the Seller to conduct its business. The Seller has obtained all such Approvals, which are valid and in full force and effect, and is operating in compliance therewith. Such Approvals include, but are not limited to, those required under federal, state or local statutes, ordinances, orders, requirements, rules, regulations, or laws pertaining to environmental protection, public health and safety, worker health and safety, buildings, highways or zoning. Except as disclosed on Schedule 2.22 or in any other ------------- Schedule hereto, the Seller is not subject to or bound by any agreement, arrangement, judgment, decree or order which may materially and adversely affect its business or prospects, its condition, financial or otherwise, or any of its assets or properties.
Permits; Burdensome Agreements. Schedule 2.16 attached hereto lists all permits, registrations, licenses, franchises, certifications and other approvals (collectively, the “Approvals”) obtained by Seller from any third party. Each Approval is validly held by Seller, is in full force and effect, and Seller is operating in compliance therewith, except for such noncompliance which could not reasonably be expected to have a Material Adverse Effect. The Approvals include, but are not limited to, those required in order for Seller to conduct its business under federal, state or local statutes, ordinances, orders, requirements, rules, regulations, or laws. None of the Approvals is subject to termination as a result of the execution of this Agreement by Seller or the consummation of the transactions contemplated hereby.
Permits; Burdensome Agreements. Schedule 2.25 lists all material ------------------------------ ------------- permits, registrations, licenses, franchises, certifications and other approvals (collectively, the "Approvals") required from federal, state or local authorities in order for the Company to conduct its business. The Company has obtained all such Approvals, which are valid and in full force and effect, and is operating in material compliance therewith. Except as disclosed in Schedule 2.25 or in any other Schedule hereto, the Company is not subject to or ------------- bound by any agreement, judgment, decree or order which may have, either individually or in the aggregate, a Material Adverse Effect on the Company. Schedule 2.25 lists all registrations, certifications and similar approvals ------------- necessary or customary in the Company's business for use in the licensing, marketing, maintenance, leasing, sales and distribution of the Company's products and services.
Permits; Burdensome Agreements. QCL and its subsidiaries hold all licenses, permits and franchises which are required to permit it to conduct its business in Georgia, and other jurisdictions where QCL and its subsidiaries operate. QCL and its subsidiaries are not subject to or bound by any agreement, judgment, decree or order which does or may in the future adversely affect their business or prospects, their condition, financial or otherwise, or any of their assets or property.
Permits; Burdensome Agreements. Schedule 2.22 lists all permits, registrations, licenses, franchises, certifications and other approvals (collectively, the "Approvals") required from foreign, federal, state or local authorities, including all international product approvals, in order for Seller to conduct its business and for its products to be used, including the applicable authority granting such Approval and the scope or subject matter of such Approval. Seller has obtained all such Approvals, which are valid and in full force and effect, and is operating in compliance therewith. Such Approvals include, but are not limited to, those required under federal, state or local statutes, ordinances, orders, requirements, rules, regulations, or laws pertaining to environmental protection, public health and safety, worker health and safety, buildings, highways or zoning. Except as disclosed in Schedule 2.22, all such Approvals will be available and assigned to Buyer and remain in full force and effect upon Buyer's purchase of the Subject Assets, and no further Approvals will be required in order for Buyer to conduct the business currently conducted by Seller subsequent to the Closing. Except as disclosed in Schedule 2.22 or in any other Schedule hereto, Seller is not subject to or bound by any agreement, arrangement, judgment, decree or order which may materially and adversely affect its business or prospects, its condition, financial or otherwise, or any of its assets or properties.
