Common use of Permits; Consents Clause in Contracts

Permits; Consents. (a) Schedule 2.13(a) attached hereto and made a part hereof lists all permits, registrations, licenses, franchises, authorizations, certifications and other approvals (collectively, the "Approvals") that are necessary for the conduct of the 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. To the extent allowed by applicable law, all such Approvals will be available and assigned to Purchaser and remain in full force and effect upon Purchaser's acquisition of the Subject Assets, and no further Approvals will be required in order for Purchaser to conduct the Business subsequent to the Closing Date. (b) Except for consents of third parties under the Assumed Contracts, no approval, consent, authorization, notification or exemption from or filing with any person or entity not a party to this Agreement (collectively, the "Consents") is required to be obtained or made by Seller in connection with the execution and delivery of this Agreement and Seller Documents or the consummation of the transactions contemplated hereby and thereby, including, without limitation, any Consent necessary to permit Purchaser's continuation of the Business or any Consent necessary for Seller's effective transfer of each of the Subject Assets, or assignment of each of the Assumed Contracts (without triggering a breach, default, termination or other modification in any such Assumed Contract) to Purchaser.

Permits; Consents. (a) Schedule 2.13(a) attached hereto and made a part hereof lists all permits, registrations, licenses, franchises, authorizations, certifications and other approvals (collectively, the "Approvals") that are necessary for the conduct of the 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. To the extent allowed by applicable law, all such Approvals will be available and assigned to Purchaser and remain in full force and effect upon Purchaser's acquisition of the Subject Assets, and (subject to the provisions of Section 5.4) no further Approvals will be required in order for Purchaser to conduct the Business subsequent to the Closing Date. (b) Except for consents the releases of third the Comerica Lien and the Thimlar Lien, and except for consenxx xx xxxxx parties under the Assumed Contracts, no approval, consent, authorization, notification or exemption from or filing with any person or entity not a party to this Agreement (collectively, the "Consents") is required to be obtained or made by Seller in connection with the execution and delivery of this Agreement and Seller Documents or the consummation of the transactions contemplated hereby and thereby, including, without limitation, any Consent necessary to permit Purchaser's continuation of the Business or any Consent necessary for Seller's effective transfer of each of the Subject Assets, or assignment of each of the Assumed Contracts (without triggering a breach, default, termination or other modification in any such Assumed Contract) to Purchaser.