Permits; Compliance with Applicable Laws. Parent and its Subsidiaries hold all permits, licenses, certificates, notices, authorizations, approvals and similar consents, approvals, licenses, orders or authorizations of all Governmental Authorities necessary for the lawful conduct of their respective businesses as currently conducted (the “Parent Governmental Approvals”), except for failures to hold such Parent Governmental Approvals that, individually or in the aggregate, have not had and would not reasonably be expected to have a Parent Material Adverse Effect. Parent and its Subsidiaries are in compliance with the terms of the Parent Governmental Approvals, except failures so to comply that, individually or in the aggregate, have not had and would not reasonably be expected to have a Parent Material Adverse Effect. Parent and its Subsidiaries are not, and since January 1, 2008 have not been, in violation of or default under any Law or order of any Governmental Authority, except for such violations or defaults that, individually or in the aggregate, have not had and would not reasonably be expected to have a Parent Material Adverse Effect. Parent is, and since January 1, 2008 has been, in compliance in all material respects with (i) the Xxxxxxxx-Xxxxx Act and (ii) the applicable listing standards and corporate governance rules and regulations of the NYSE. The above provisions of this Section 4.11 do not relate to matters with respect to Taxes, such matters being the subject of Section 4.12, Environmental Permits and Environmental Laws, such matters being the subject of Section 4.18, and benefits plans, such matters being the subject of Section 4.14.
Appears in 3 contracts
Samples: Merger Agreement (Rock-Tenn CO), Merger Agreement (Rock-Tenn CO), Merger Agreement (SMURFIT-STONE CONTAINER Corp)
Permits; Compliance with Applicable Laws. Parent The Company and its Subsidiaries hold all permits, licenses, certificates, notices, authorizations, approvals and similar consents, approvals, licenses, orders or authorizations of all Governmental Authorities necessary for the lawful conduct of their respective businesses as currently conducted (the “Parent Company Governmental Approvals”), except for failures to hold such Parent Company Governmental Approvals that, individually or in the aggregate, have not had and would not reasonably be expected to have a Parent Company Material Adverse Effect. Parent The Company and its Subsidiaries are in compliance with the terms of the Parent Company Governmental Approvals, except failures so to comply that, individually or in the aggregate, have not had and would not reasonably be expected to have a Parent Company Material Adverse Effect. Parent The Company and its Subsidiaries are not, and since January 1, 2008 have not been, in violation of or default under any Law or order of any Governmental Authority, except for such violations or defaults that, individually or in the aggregate, have not had and would not reasonably be expected to have a Parent Company Material Adverse Effect. Parent The Company is, and since January 1, 2008 has been, in compliance in all material respects with (i) the Xxxxxxxx-Xxxxx Act Act. The Company is, and (ii) since June 30, 2010 has been, in compliance in all material respects with the applicable listing standards and corporate governance rules and regulations of the NYSE. The above provisions of this Section 4.11 3.11 do not relate to matters with respect to Taxes, such matters being the subject of Section 4.123.12, Environmental Permits and Environmental Laws, such matters being the subject of Section 4.183.18, and benefits plans, such matters being the subject of Section 4.143.14.
Appears in 3 contracts
Samples: Merger Agreement (Rock-Tenn CO), Merger Agreement (Rock-Tenn CO), Merger Agreement (SMURFIT-STONE CONTAINER Corp)