Common use of Permits; Compliance Clause in Contracts

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereof, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 7 contracts

Samples: Securities Purchase Agreement (HydroPhi Technologies Group, Inc.), Securities Purchase Agreement (HydroPhi Technologies Group, Inc.), Securities Purchase Agreement (HydroPhi Technologies Group, Inc.)

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Permits; Compliance. With duplicating any Each of the representations in Section 3(j) or 3(s), (i) the Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) except as described in the Registration Statement and the Prospectus or where such failure to possess would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse EffectEffect or except as described in the Registration Statement and the Prospectus. In the prior four months to the date hereof, neither the The Company nor any of its Subsidiaries has received any no notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse EffectEffect or except as described in the Registration Statement and the Prospectus.

Appears in 5 contracts

Samples: Sales Agreement (Preferred Apartment Communities Inc), Management Agreement (Preferred Apartment Communities Inc), Preferred Apartment Communities Inc

Permits; Compliance. With duplicating any Each of the representations in Section 3(j) or 3(s), (i) the Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) except as described in the Registration Statement and the Prospectus or where such failure to possess would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened in writing regarding suspension or cancellation of any of the Company Permits, and (iii)neither or if pending or threatened in writing, would result in a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse EffectEffect or except as described in the Registration Statement and the Prospectus. In the prior four months to the date hereof, neither the The Company nor any of its Subsidiaries has received any no notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse EffectEffect or except as described in the Registration Statement and the Prospectus.

Appears in 5 contracts

Samples: Common Stock (BRT Apartments Corp.), One Liberty Properties Inc, BRT Apartments Corp.

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”"COMPANY PERMITS"), (ii) except where the failure to so possess any such Company Permits would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company's knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince May 12, 2006, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 4 contracts

Samples: Securities Purchase Agreement (QPC Lasers), Securities Purchase Agreement (QPC Lasers), Securities Purchase Agreement (QPC Lasers)

Permits; Compliance. With duplicating any Each of the representations in Section 3(j) or 3(s), (i) the Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) except as described in the Registration Statement and the Prospectus or where such failure to possess would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse EffectEffect or except as described in the Registration Statement and the Prospectus. In the prior four months to the date hereof, neither the The Company nor any of its Subsidiaries has received any no notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse EffectEffect or except as described in the Registration Statement and the Prospectus.

Appears in 3 contracts

Samples: Preferred Apartment (Preferred Apartment Communities Inc), Preferred Apartment Communities Inc, Preferred Apartment Communities Inc

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”)) except in such instances where the failure to possess such Company Permits would not, (ii) either individually or in the aggregate, have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither the suspension or cancellation of which would not, either individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 2003, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 3 contracts

Samples: Common Stock and Warrant Purchase Agreement, Common Stock and Warrant Purchase Agreement (Kana Software Inc), Common Stock and Warrant Purchase Agreement (Kana Software Inc)

Permits; Compliance. With duplicating any of Except as set forth in the representations in Section 3(j) or 3(s)Disclosure Letter, (i) ------------------- the Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except for such Company Permits the absence of which would not have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations whichthat, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In Since the prior four months to the date hereofStart Date, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase and Exchange Agreement (Ientertainment Network Inc), Securities Purchase and Exchange Agreement (Ientertainment Network Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its ____________________ Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except to the extent that any such suspension or cancellation, or the absence of any Company Permits, would not individually or in the aggregate have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince June 30, 1998, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Jackpot Enterprises Inc), Securities Purchase Agreement (Jackpot Enterprises Inc)

Permits; Compliance. With duplicating any (a) As of the representations in Section 3(j) or 3(s)date of this Agreement, (i) each of the Company and each of its the Company Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptionsexceptions, consents, certificates, registrations, approvals and orders of any Governmental Authority, necessary for each of the Company or the Company Subsidiaries to own, lease and operate its significant properties and or to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) there except where the failure to have such Company Permits would not have or would not reasonably be expected to have a Company Material Adverse Effect. As of the date of this Agreement, no suspension or cancellation of any of the Company Permits is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any in writing. As of the Company Permitsdate of this Agreement, and (iii)neither neither the Company nor any of its Subsidiaries Company Subsidiary is in conflict with, or in default default, breach or violation of, (a) any Law applicable to the Company or any Company Subsidiary or by which any property or asset of the Company Permitsor any Company Subsidiary is bound or affected, except or (b) any Material Contract or Company Permit, except, in each case, for any such conflicts, defaults defaults, breaches or violations which, individually that would not have or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereof, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Merger Agreement and Plan of Reorganization (Breeze Holdings Acquisition Corp.), Merger Agreement and Plan of Reorganization (Breeze Holdings Acquisition Corp.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits”)") except in such instances where the failure to possess such Company Permits would not, (ii) either individually or in the aggregate, have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither the suspension or cancellation of which would not, either individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would could not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince May 31, 2001, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Elgrande Com Inc), Common Stock Purchase Agreement (Elgrande Com Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except where the failure to possess such Company Permits or their potential suspension or cancellation would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince March 31, 2013, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Titan Iron Ore Corp.), Securities Purchase Agreement (Titan Iron Ore Corp.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in ------------------- possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits”)") except for those Company Permits which the failure of the Company to have in its possession would not have a Material Adverse Effect, (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince July 31, 2000 neither the Company nor any of its Subsidiaries has received any written notification with respect to possible conflicts, defaults or violations of applicable laws, except for written notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Atsi Communications Inc/De), Securities Purchase Agreement (Atsi Communications Inc/De)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except where the failure to possess such Company Permits or their potential suspension or cancellation would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince June 30, 2013, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Titan Iron Ore Corp.), Securities Purchase Agreement (Titan Iron Ore Corp.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”"COMPANY PERMITS"), (ii) except where the failure to so possess any such Company Permits would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company's knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In Since the beginning of the most recent fiscal quarter that began more than two (2) years prior four months to the date hereofClosing Date, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Alternative Construction Company, Inc.), Securities Purchase Agreement (Alternative Construction Company, Inc.)

Permits; Compliance. With duplicating Each of IN and its subsidiaries and, to IN's and Xxxxx'x knowledge, each third party operator of any of the representations in Section 3(j) or 3(s)IN's properties, (i) the Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company "IN Permits"), (ii) and there is no action action, proceeding or investigation pending or, to the knowledge of the CompanyIN or Xxxxx, threatened regarding suspension or cancellation of any of the Company IN Permits, and (iii)neither except where the Company failure to possess, or the suspension or cancellation of, such IN Permits would not have an IN Material Adverse Effect. Neither IN nor any of its Subsidiaries subsidiaries is in conflict with, or in default or violation ofof (a) any Law applicable to IN or any of its subsidiaries or by or to which any of their respective properties is bound or subject, including, without limitation, the provisions of the Dietary Supplemental Health Education Act of 1994, all consumer product safety Laws, all product labeling Laws and all truth in advertising Laws, or (b) any of the Company IN Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, that would not reasonably be expected to have a IN Material Adverse Effect. In During the prior four months to period commencing on September 30, 1997 and ending on the date hereof, neither the Company IN nor any of its Subsidiaries subsidiaries has received from any Governmental Entity any written notification with respect to possible conflicts, defaults or violations of applicable lawsLaws, except as set forth in Schedule 3.06 of the IN Disclosure Schedule and except for written notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations that would not have a an IN Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (4health Inc), Agreement and Plan of Merger (4health Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries direct and indirect subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company PermitsPermits except for such Company Permits the failure of which to possess, and (iii)neither or the cancellation or suspension of which, would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries direct or indirect subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would could not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince October 31, 1996, neither the Company nor any of its direct or indirect Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Base Ten Systems Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is are in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except to the extent that they relate, if at all, to a Company Permit not material to the business or operations of the Company. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince June 30, 2017, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Foothills Exploration, Inc.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company PermitsCOMPANY PERMITS”), (ii) except where the failure to so possess any such Company Permits would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company’s knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In Since the beginning of the most recent fiscal quarter that began more than two (2) years prior four months to the date hereofClosing Date, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Avicena Group, Inc.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except where the failure to possess such Company Permits or their potential suspension or cancellation would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince September 30, 2012, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Titan Iron Ore Corp.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (except for such franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders the absence of which would not, individually or in the aggregate, have a Material Adverse Effect) (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince June 30, 2005, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nayna Networks, Inc.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "COMPANY PERMITS") (except for Company Permits”Permits the absence of which would not, individually or in the aggregate, have a Material Adverse Effect), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 1999, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (T Netix Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company PermitsCOMPANY PERMITS”), (ii) except where the failure to so possess any such Company Permits would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company’s knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 2005, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Siricomm Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company PermitsPermits except for such Company Permits the failure of which to possess, and (iii)neither or the cancellation or suspension of which, would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince July 31, 1996, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Idt Corp)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”"COMPANY PERMITS"), (ii) except where the failure to so possess any such Company Permits would not have a Material adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company's knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 2005, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Omni Usa Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”"COMPANY PERMITS"), (ii) except where the failure to so possess any such Company Permits would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company's knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 1998, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Learn2 Com Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries direct and indirect subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company PermitsPermits except for such Company Permits the failure of which to possess, and (iii)neither or the cancellation or suspension of which, would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries direct or indirect subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince April 30, 1997, neither the Company nor any of its direct or indirect Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Bio Medica Corp)

Permits; Compliance. With duplicating any Each of the representations in Section 3(j) or 3(s)Company, (i) the Company Solar Invest and each of its Subsidiaries is Trend Capital KG are in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) except where the absence of a Permit would not reasonably be expected to result in a Material Adverse Effect, and there is is, as of the Signing Date, no action pending or, to the knowledge of the CompanyManagement Stockholders, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except where such suspension or cancellation would not reasonably be expected to result in a Material Adverse Effect. To the knowledge of the Company nor any Stockholders, none of its Subsidiaries the Company, Solar Invest and Trend Capital KG is in material conflict with, or in material default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In Since September 30, 2008, none of the prior four months to the date hereofCompany, neither the Company nor any of its Subsidiaries has Solar Invest and Trend Capital KG have received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Stock Exchange Agreement (Solar Thin Films, Inc.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted except those the failure of which to possess would not, individually or in the aggregate, have a Material Adverse Effect (collectively, the “Company Permits”"COMPANY PERMITS"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince March 31, 2001, except as set forth in SCHEDULE 3(R), neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Exchange Agreement (Ashton Technology Group Inc)

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Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "COMPANY PERMITS") except in such instances where the failure to possess such Company Permits”)Permits would not, (ii) either individually or in the aggregate, have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither the suspension or cancellation of which would not, either individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 2003, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Summus Inc Usa)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”"COMPANY PERMITS"), (ii) except where the failure to so possess any such Company Permits would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company's knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 2005, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (BioMETRX)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”"COMPANY PERMITS"), (ii) except where the failure to possess any such Company Permit would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except for any such action that would not have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 1998, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Eglobe Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) except where the failure to so possess any such Company Permits would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company’s knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 2007, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Callisto Pharmaceuticals Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its ------------------- Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted except those the failure of which to possess would not, individually or in the aggregate, have a Material Adverse Effect (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince March 31, 2000, except as set forth in Schedule 3(s), neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Exchange Agreement (Ashton Technology Group Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”"COMPANY PERMITS"), (ii) except where the failure to so possess any such Company Permits would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits. To the best of the Company's knowledge, and (iii)neither neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 2001, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Patriot Scientific Corp)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except for such Company Permits the failure of which to possess, or the cancellation or suspension of which, would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince January 1, 1996, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Selfcare Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (including, but not limited to, airframe or airworthiness certifications, safety certifications, air crew certifications, engineer and maintenance certifications and other similar certifications required by the FAA and DOTs) (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In During the prior four months to period commencing on March 31, 1997 and ending on the date hereof, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violationsviolations (including, but not limited to, correspondence from the FAA or any DOTs), which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Western Pacific Airlines Inc /De/)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of (or has applied for) all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither other than such events which would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofExcept as set forth on Schedule 3(q), neither each of the Company nor any of and its Subsidiaries has complied with, and has not received any notification with respect to possible conflicts, defaults or violations of, any laws, ordinances, rules, regulations, orders, judgments, injunctions, awards or decrees of any governmental entity applicable lawsto the Company and its Subsidiaries, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Amnex Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries direct and indirect subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company PermitsPermits except for such Company Permits the failure of which to possess, and (iii)neither or the cancellation or suspension of which, would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries direct or indirect subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would could not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 1, 1999, neither the Company nor any of its Subsidiaries direct or indirect subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Alphanet Solutions Inc)

Permits; Compliance. With duplicating any of the representations Except as set forth in Section 3(j) or 3(sSchedule 3(q), (i) the Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted other than those the failure of which to possess would not have a Material Adverse Effect (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofExcept as set forth in Schedule 3(q), since December 31, 1996, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Saba Petroleum Co)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted except those, the absence of which, would not, individually or in the aggregate, have a Material Adverse Effect (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of --------------- the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince July 31, 1998, neither the Company nor any of its Subsidiaries has received any written notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cmgi Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits”)") except in such instances where the failure to possess such Company Permits would not, (ii) either individually or in the aggregate, have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither the suspension or cancellation of which would not, either individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 1999, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Teligent Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries direct and indirect subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company PermitsPermits except for such Company Permits the failure of which to possess, and (iii)neither or the cancellation or suspension of which, would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries direct or indirect subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would could not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince January 1, 1995, neither the Company nor any of its direct or indirect Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cel Sci Corp)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, grants authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, collectively the "Company Permits"), (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except where the failure to possess such Company Permits or their potential suspension or cancellation would not, individually or in the aggregate, have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince July 31, 2012, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Zoro Mining Corp.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its the Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the “Company Permits”), (ii) and there is no action pending or, to the knowledge of any executive officer of the CompanyCompany or any of the Subsidiaries, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its the Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to Since the date hereofof the Company’s most recent Form 10-Q or Form 10-K filed with the SEC, whichever is later, neither the Company nor any of its the Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Note Purchase Agreement (Advanced Growing Systems, Inc.)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted (collectively, the "Company Permits"), (ii) except where the failure to possess any such Company Permit would not have a Material Adverse Effect, and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither except for any such action that would not have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince December 31, 1998, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Eglobe Inc)

Permits; Compliance. With duplicating any of the representations in Section 3(j) or 3(s), (i) the The Company and each of its Subsidiaries is in possession of all material franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own, lease and operate its significant properties and to carry on its business as it is now being conducted as described in the SEC Documents (collectively, the “Company Permits”)) except where the failure to possess such permits could not reasonably be expected to result in a Material Adverse Effect, (ii) and there is no action pending or, to the knowledge of the Company, threatened regarding suspension or cancellation of any of the Company Permits, and (iii)neither . Neither the Company nor any of its Subsidiaries is in conflict with, or in default or violation of, any of the Company Permits, except for any such conflicts, defaults or violations which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. In the prior four months to the date hereofSince June 30, 2013, neither the Company nor any of its Subsidiaries has received any notification with respect to possible conflicts, defaults or violations of applicable laws, except for notices relating to possible conflicts, defaults or violations, which conflicts, defaults or violations would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Truli Media Group, Inc.)

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