Common use of Permits; Compliance with Laws and Orders Clause in Contracts

Permits; Compliance with Laws and Orders. The Company and its Subsidiaries hold all permits, licenses, variances, exemptions, orders and approvals of all Governmental and Regulatory Authorities necessary for the lawful conduct of their respective businesses (the "Company Permits"), except for failures to hold such permits, licenses, variances, exemptions, orders and approvals that, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. The Company, its Subsidiaries, the Owned Real Property and the Company Store Leases are in compliance with the terms of the Company Permits, except for failures so to comply that, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. Except as disclosed in the Company SEC Reports filed prior to the date of this Agreement, the Company and its Subsidiaries are not in violation of or default under any Law or Order of any Governmental or Regulatory Authority, except for such violations or defaults that, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole.

Appears in 2 contracts

Samples: Merger Agreement (Elder Beerman Stores Corp), Merger Agreement (Bon Ton Stores Inc)

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Permits; Compliance with Laws and Orders. The Company and Company, its Subsidiaries and the Joint Ventures hold all permits, licenses, authorizations, franchises, variances, exemptions, orders and approvals of all Governmental and Regulatory Authorities (other than environmental permits which are governed by Section 2.15) necessary for the lawful conduct of their respective businesses (the "β€œCompany Permits"”), except for failures to hold such permits, licenses, variances, exemptions, orders and approvals thatCompany Permits which, individually or in the aggregate, are not having, and would not reasonably be expected to have have, a material adverse effect on the Company and its Subsidiaries taken as a whole. The Company, its Subsidiaries, the Owned Real Property Subsidiaries and the Company Store Leases Joint Ventures are in compliance with the terms of the Company Permits, except for failures so to comply thatwhich, individually or in the aggregate, are not having, and would not reasonably be expected to have have, a material adverse effect on the Company and its Subsidiaries taken as a whole. Except as disclosed in the Company SEC Reports filed on or prior to the date Cutoff Date or Section 2.10 of this Agreementthe Seller Parent Disclosure Letter, the Company and its Subsidiaries are not in violation of or default under any Law or Order of any Governmental or Regulatory AuthorityCompany, except for such violations or defaults that, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole.its

Appears in 1 contract

Samples: Stock Purchase Agreement (Scottish Power PLC)

Permits; Compliance with Laws and Orders. The Company and Company, its Subsidiaries and the Company Joint Ventures hold all permits, licenses, franchises, variances, exemptions, orders and approvals of all Governmental and Regulatory Authorities (other than environmental permits which are governed by Section 3.15) necessary for the lawful conduct of their respective businesses (the "Company Permits"), except for failures to hold such permits, licenses, variances, exemptions, orders and approvals thatCompany Permits which, individually or in the aggregate, are not having and would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. The Company, its Subsidiaries, the Owned Real Property Subsidiaries and the Company Store Leases Joint Ventures are in compliance with the terms of the Company Permits, except for failures so to comply thatwhich, individually or in the aggregate, are not having and would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. Except as disclosed in the Company SEC Reports filed prior to the date of this AgreementAgreement or Section 3.10 of the Company Disclosure Letter, the Company and Company, its Subsidiaries and the Company Joint Ventures are not in violation of or default under any Law law or Order order of any Governmental or Regulatory Authority, except for such violations or defaults thatwhich, individually or in the aggregate, are not having and would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole.

Appears in 1 contract

Samples: Merger Agreement

Permits; Compliance with Laws and Orders. The Company and its Subsidiaries hold all permits, licenses, variances, exemptions, orders and approvals of all Governmental and Regulatory Authorities necessary for the lawful conduct of their respective businesses (the "Company Permits"), except for failures to hold such permits, licenses, variances, exemptions, orders and approvals thatwhich, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. The Company, its Subsidiaries, the Owned Real Property and the Company Store Leases are in compliance with the terms of the Company Permits, except for failures so to comply thatwhich, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. Except as disclosed in the Company SEC Reports filed prior to the date of this Agreement, the Company and its Subsidiaries are not in violation of or default under any Law or Order of any Governmental or Regulatory Authority, except for such violations or defaults thatwhich, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole.

Appears in 1 contract

Samples: Merger Agreement (Elder Beerman Stores Corp)

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Permits; Compliance with Laws and Orders. The Company and its Subsidiaries hold all permits, licenses, variances, exemptions, orders and approvals of all Governmental and Regulatory Authorities necessary for the lawful conduct of their respective businesses (the "Company Permits"), except for failures to hold such permits, licenses, variances, exemptions, orders and approvals thatwhich, individually or in the aggregate, would are not having and could not be reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. The Company, Company and its Subsidiaries, the Owned Real Property and the Company Store Leases Subsidiaries are in compliance with the terms of the Company Permits, except for failures so to comply thatwhich, individually or in the aggregate, would are not having and could not be reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. Except as disclosed in the Company SEC Reports filed prior to the date of this Agreement, the Company and its Subsidiaries are not in violation of or default under any Law law or Order order of any Governmental or Regulatory Authority, except for such violations or defaults thatwhich, individually or in the aggregate, would are not having and could not be reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole.

Appears in 1 contract

Samples: Merger Agreement (Worthington Foods Inc /Oh/)

Permits; Compliance with Laws and Orders. The Company and Company, its Subsidiaries and the Company Joint Ventures hold all permits, licenses, franchises, variances, exemptions, orders and approvals of all Governmental and Regulatory Authorities (other than environmental permits which are governed by SECTION 3.15) necessary for the lawful conduct of their respective businesses (the "Company PermitsCOMPANY PERMITS"), except for failures to hold such permits, licenses, variances, exemptions, orders and approvals thatCompany Permits which, individually or in the aggregate, are not having and would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. The Company, its Subsidiaries, the Owned Real Property Subsidiaries and the Company Store Leases Joint Ventures are in compliance with the terms of the Company Permits, except for failures so to comply thatwhich, individually or in the aggregate, are not having and would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole. Except as disclosed in the Company SEC Reports filed prior to December 6, 1998 or Section 3.10 of the date of this AgreementCompany Disclosure Letter, the Company and Company, its Subsidiaries and the Company Joint Ventures are not in violation of or default under any Law law or Order order of any Governmental or Regulatory Authority, except for such violations or defaults thatwhich, individually or in the aggregate, are not having and would not reasonably be expected to have a material adverse effect on the Company and its Subsidiaries taken as a whole.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pacificorp /Or/)

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