Common use of All Necessary Permits, etc Clause in Contracts

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 91 contracts

Samples: Underwriting Agreement (Penske Automotive Group, Inc.), Underwriting Agreement (Synagro Technologies Inc), Underwriting Agreement (Penske Automotive Group, Inc.)

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All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 57 contracts

Samples: Sales Agreement (Golden Star Resources Ltd.), Sales Agreement (Kura Oncology, Inc.), Equity Distribution Agreement (Essex Portfolio Lp)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse ChangeEffect.

Appears in 21 contracts

Samples: Equity Distribution Agreement (Prospect Capital Corp), Equity Distribution Agreement (Prospect Capital Corp), Equity Distribution Agreement (Prospect Capital Corp)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could reasonably be expected to result in a Material Adverse Change.

Appears in 19 contracts

Samples: Underwriting Agreement (American Capital, LTD), Underwriting Agreement (American Capital Strategies LTD), Underwriting Agreement (American Capital Strategies LTD)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse Change.

Appears in 15 contracts

Samples: Execution Version (Burlington Stores, Inc.), Execution Version (Burlington Stores, Inc.), Purchase Agreement (Euronet Worldwide Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would reasonably be expected to result in a Material Adverse Change.

Appears in 13 contracts

Samples: Underwriting Agreement (Ardea Biosciences, Inc./De), Underwriting Agreement (Neurocrine Biosciences Inc), Underwriting Agreement (Ardea Biosciences, Inc./De)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse Change.

Appears in 12 contracts

Samples: Sales Agreement (Theravance Biopharma, Inc.), Common Stock (Magenta Therapeutics, Inc.), Sales Agreement (Vericel Corp)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesits business, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could reasonably be expected to result in a Material Adverse ChangeEffect.

Appears in 11 contracts

Samples: Underwriting Agreement (Investcorp Credit Management BDC, Inc.), Underwriting Agreement (Alcentra Capital Corp), Underwriting Agreement (Alcentra Capital Corp)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective its businesses, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in have a Material Adverse ChangeEffect.

Appears in 10 contracts

Samples: Underwriting Agreement (iStar Acquisition Corp.), Underwriting Agreement (Transforma Acquisition Group Inc.), Underwriting Agreement (Sports Properties Acquisition Corp.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations authorizations, licenses or permits issued by the appropriate state, local, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization authorization, license or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would reasonably be expected to result in a Material Adverse Change.

Appears in 10 contracts

Samples: Underwriting Agreement (Sabra Health Care REIT, Inc.), Sabra Health Care (Sabra Health Care REIT, Inc.), Sabra Health Care (Sabra Health Care REIT, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in have a Material Adverse ChangeEffect.

Appears in 9 contracts

Samples: Underwriting Agreement (Cal Dive International, Inc.), Underwriting Agreement (GeoMet, Inc.), Purchase Agreement (Jakks Pacific Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 9 contracts

Samples: Underwriting Agreement (Igate Corp), Underwriting Agreement (Inverness Medical Innovations Inc), Underwriting Agreement (Radiant Systems Inc)

All Necessary Permits, etc. The Company and each subsidiary Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 7 contracts

Samples: Sales Agreement (TScan Therapeutics, Inc.), Sales Agreement (Aadi Bioscience, Inc.), Sales Agreement (MedAvail Holdings, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 7 contracts

Samples: Common Stock (Neos Therapeutics, Inc.), Placement Agency Agreement (Seres Therapeutics, Inc.), Common Stock (Seres Therapeutics, Inc.)

All Necessary Permits, etc. The Company and each its subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any its subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 7 contracts

Samples: Underwriting Agreement (Navisite Inc), Underwriting Agreement (Filetek Inc), Underwriting Agreement (Centra Software Inc)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 6 contracts

Samples: Sales Agreement (Curis Inc), Underwriting Agreement (Curis Inc), Curis Inc

All Necessary Permits, etc. The Company and each subsidiary of its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither none of the Company nor or any subsidiary of its subsidiaries has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse ChangeEffect.

Appears in 6 contracts

Samples: Purchase Agreement (Ryerson Holding Corp), Underwriting Agreement (Ryerson Holding Corp), Underwriting Agreement (Ryerson Holding Corp)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits (“Permits”) issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesits business, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit whichpermit, singly or in except where the aggregate, if the subject of an unfavorable decision, ruling or finding, could failure to have any such Permits would not reasonably be expected to result in a Material Adverse Change.

Appears in 5 contracts

Samples: Placement Agency Agreement (Adomani, Inc.), Placement Agency Agreement (Adomani, Inc.), Securities Purchase Agreement (Adomani, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would reasonably be expected to result in a Material Adverse Change.

Appears in 5 contracts

Samples: Underwriting Agreement (Alphatec Holdings, Inc.), Purchase Agreement (Texas Market Tire, Inc.), Purchase Agreement (Texas Market Tire, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current material licenses, certificates, authorizations or permits issued by by, and have made all material declarations and filings with, the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 4 contracts

Samples: Nelnet Inc, Nelnet Inc, Nelnet Inc

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesits business, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 4 contracts

Samples: Underwriting Agreement (Mela Sciences, Inc. /Ny), Underwriting Agreement (ClearSign Technologies Corp), Underwriting Agreement (Clearsign Combustion Corp)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would reasonably be expected to result in a Material Adverse Change.

Appears in 4 contracts

Samples: Underwriting Agreement (Celldex Therapeutics, Inc.), Underwriting Agreement (Celldex Therapeutics, Inc.), Underwriting Agreement (Celldex Therapeutics, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 4 contracts

Samples: Purchase Agreement (Alere Inc.), Underwriting Agreement (Inverness Medical Innovations Inc), Underwriting Agreement (Inverness Medical Innovations Inc)

All Necessary Permits, etc. The Company and each its subsidiary possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any its subsidiary has received any notice of proceedings relating from such an agency or body seeking to the revocation or modification ofrevoke, or asserting that the Company is in non-compliance with, any such license, certificate, authorization or permit, which if such license, certificate, authorization or permit which, singly were revoked or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in found to be noncompliant would have a Material Adverse Change.

Appears in 4 contracts

Samples: Underwriting Agreement (Acorda Therapeutics Inc), Underwriting Agreement (Acorda Therapeutics Inc), Underwriting Agreement (Acorda Therapeutics Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit whichpermit, singly which singularly or in the aggregate, if the subject of an unfavorable decision, ruling ruling, or finding, could result in a Material Adverse Change.

Appears in 3 contracts

Samples: Underwriting Agreement (Green Plains Renewable Energy, Inc.), Underwriting Agreement (Green Plains Renewable Energy, Inc.), Underwriting Agreement (Green Plains Renewable Energy, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance noncompliance with, any such certificate, authorization or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 3 contracts

Samples: Purchase Agreement (Alere Inc.), Purchase Agreement (Alere Inc.), Purchase Agreement (Alere Inc.)

All Necessary Permits, etc. The Company and each subsidiary Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse Change.

Appears in 3 contracts

Samples: Sales Agreement (Cabaletta Bio, Inc.), Sales Agreement (Cabaletta Bio, Inc.), Sales Agreement (Cabaletta Bio, Inc.)

All Necessary Permits, etc. The Company and each subsidiary Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary as are material to the conduct their respective businesses, and neither the Company nor any subsidiary Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 3 contracts

Samples: Placement Agency Agreement (Incara Pharmaceuticals Corp), Placement Agency Agreement (Incara Pharmaceuticals Corp), Placement Agency Agreement (Incara Pharmaceuticals Corp)

All Necessary Permits, etc. The Company and each subsidiary the Subsidiary possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary the Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in have a Material Adverse ChangeEffect.

Appears in 3 contracts

Samples: Placement Agent Agreement (Dendreon Corp), Purchase Agreement (Dendreon Corp), Placement Agent Agreement (Dendreon Corp)

All Necessary Permits, etc. The Company and each subsidiary its subsidiaries possess such valid and current certificates, authorizations authorizations, licenses, approvals, consents or permits issued required by the appropriate state, federal federal, provincial, local or foreign regulatory agencies or bodies necessary to conduct their respective businesses, businesses as currently conducted and neither as described in the Offering Documents (“Permits”). Neither the Company nor any subsidiary of its subsidiaries is in violation of, or in default under, any of the Permits or has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse ChangePermit.

Appears in 3 contracts

Samples: Underwriting Agreement (BELLUS Health Inc.), Underwriting Agreement (BELLUS Health Inc.), Underwriting Agreement (BELLUS Health Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in would reasonably be expected to have a Material Adverse ChangeEffect.

Appears in 3 contracts

Samples: Underwriting Agreement (Cal Dive International, Inc.), Underwriting Agreement (Cal Dive International, Inc.), Purchase Agreement (Cal Dive International, Inc.)

All Necessary Permits, etc. The Company and each subsidiary Significant Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 3 contracts

Samples: Underwriting Agreement (Walter Industries Inc /New/), Underwriting Agreement (Walter Industries Inc /New/), Underwriting Agreement (Walter Industries Inc /New/)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, except where the failure to possess any such certificate, authorization or permit would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-non- compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Carey International Inc), Underwriting Agreement (Carey International Inc)

All Necessary Permits, etc. The Company and its subsidiary each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign other applicable regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any its subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit whichthat, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse Change.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (Guided Therapeutics Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations authorizations, or permits issued by the appropriate state, federal federal, or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 2 contracts

Samples: Underwriting Agreement (Novastar Financial Inc), Underwriting Agreement (Novastar Financial Inc)

All Necessary Permits, etc. The Company and each subsidiary Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal Federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 2 contracts

Samples: Underwriting Agreement (Red Lion Hotels CORP), Underwriting Agreement (Red Lion Hotels CORP)

All Necessary Permits, etc. The Company and each subsidiary of its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance noncompliance with, any such certificate, . authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would reasonably be expected to result in a Material Adverse ChangeEffect.

Appears in 2 contracts

Samples: Dealer Manager Agreement (Bank of Florida Corp), Dealer Manager Agreement (Bank of Florida Corp)

All Necessary Permits, etc. The Company and each subsidiary its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Net Perceptions Inc), Underwriting Agreement (Elantec Semiconductor Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse Change.

Appears in 2 contracts

Samples: Purchase Agreement (Rayovac Corp), Rayovac Corp

All Necessary Permits, etc. The Company and each subsidiary and each Founding Company possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company or any subsidiary nor any subsidiary of the Founding Companies has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Vacation Properties International Inc), Underwriting Agreement (Travel Services International Inc)

All Necessary Permits, etc. The Company and each its subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Sales Agreement (Krystal Biotech, Inc.), Sales Agreement (Krystal Biotech, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, except where the failure to so possess would not result in a Material Adverse Effect, and neither the Company nor any subsidiary has received any notice written notice, or has any reasonable basis to believe that it is likely to receive any notice, of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 2 contracts

Samples: Underwriting Agreement (Caribou Coffee Company, Inc.), Underwriting Agreement (Caribou Coffee Company, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to own, lease and operate their respective properties and to conduct their respective businesses, and neither the Company nor any subsidiary has received any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would be reasonably expected to result in a Material Adverse Change.

Appears in 2 contracts

Samples: Purchase Agreement (TopBuild Corp), Purchase Agreement (TopBuild Corp)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesbusinesses other than those the failure of which to possess would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Brown Forman Corp), Underwriting Agreement (Brown Forman Corp)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesits business, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Gander Mountain Co), Underwriting Agreement (Alloy Online Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Equity Distribution Agreement (DXP Enterprises Inc), Equity Distribution Agreement (DXP Enterprises Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance noncompliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Healthcare Financial Partners Inc, Healthcare Financial Partners Inc

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in would reasonably be expected to have a Material Adverse ChangeEffect.

Appears in 2 contracts

Samples: Underwriting Agreement (Great Lakes Dredge & Dock CORP), Great Lakes Dredge & Dock CORP

All Necessary Permits, etc. The Company and each subsidiary of its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary of its subsidiaries has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Gart Sports Co), Underwriting Agreement (Verisity LTD)

All Necessary Permits, etc. The Company and each subsidiary Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those which the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Sales Agreement, Sales Agreement (AVITA Medical, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those where the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Curis Inc), Underwriting Agreement (Curis Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their 7 respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Mypoints Com Inc), Underwriting Agreement (Mypoints Com Inc)

All Necessary Permits, etc. The Except as would not reasonably be expected to have a Material Adverse Effect, the Company and each subsidiary possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesthe Company's business as a whole, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 2 contracts

Samples: Purchase Agreement (Spartan Stores Inc), Spartan Stores Inc

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse ChangeChange with respect thereto.

Appears in 2 contracts

Samples: Underwriting Agreement (International Manufacturing Services Inc), Underwriting Agreement (International Manufacturing Services Inc)

All Necessary Permits, etc. The Company and each subsidiary its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither none of the Company nor or any subsidiary of its subsidiaries has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Texas Roadhouse, Inc.

All Necessary Permits, etc. The Except as would not result in a Material Adverse Change, the Company and each subsidiary of its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 1 contract

Samples: Underwriting Agreement (Almost Family Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such material, valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in have a Material Adverse ChangeEffect.

Appears in 1 contract

Samples: Underwriting Agreement (Alliant Techsystems Inc)

All Necessary Permits, etc. The Company and each subsidiary of its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary for and material to the conduct of their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Edgen Group Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess of its subsidiaries possesses such valid and current certificates, authorizations or authorizations, licenses, registrations and permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any such subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-non- compliance with, any such certificate, authorization authorization, license, registration or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Amerivest Properties Inc)

All Necessary Permits, etc. The Company and each subsidiary possess of the Company possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary of its subsidiaries has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Penske Automotive Group, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit permit, which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could finding would result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Satcon Technology Corp)

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All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, as presently conducted, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (American Banknote Corp)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign other applicable (including foreign) regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Securities Purchase Agreement (Gold Resource Corp)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesits business, and neither the Company nor has not received, or does not have any subsidiary has received reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would reasonably be expected to result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Celldex Therapeutics, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Common Stock (23andMe Holding Co.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, except such certificates, authorizations and permits the failure to obtain which will not, individually or in the aggregate, result in a Material Adverse Change and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.the

Appears in 1 contract

Samples: Underwriting Agreement (Dycom Industries Inc)

All Necessary Permits, etc. The Company and each subsidiary of its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has of its subsidiaries have received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: American Finance Group Inc /De/

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations authorizations, or permits issued by the appropriate state, federal federal, or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Nuvelo Inc)

All Necessary Permits, etc. The To the knowledge of the Company, the Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither . Neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Caldera Systems Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly nor has any such revocation or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changemodification been threatened.

Appears in 1 contract

Samples: Underwriting Agreement (Spectranetics Corp)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse ChangeEffect.

Appears in 1 contract

Samples: Purchase Agreement (Penske Automotive Group, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and and, except as otherwise set forth in the Prospectus, neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Coorstek Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current possesses all certificates, authorizations or and permits issued by the appropriate statefederal, federal state or foreign regulatory agencies or bodies authorities necessary to conduct their respective businessesits business, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, of any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result would have a material adverse effect on the Company, taken as a whole, except as described in a Material Adverse Changethe Registration Statement or the Prospectus.

Appears in 1 contract

Samples: Ocular Therapeutix, Inc

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesits business, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in have a Material Adverse ChangeEffect.

Appears in 1 contract

Samples: Underwriting Agreement (National Security Solutions Inc.)

All Necessary Permits, etc. The Company and each subsidiary the Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary the Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Sales Agreement (EnteroMedics Inc)

All Necessary Permits, etc. The Company and each subsidiary possess of its subsidiaries possesses such valid and current certificates, authorizations or authorizations, licenses, registrations and permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any such subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance noncompliance with, any such certificate, authorization authorization, license, registration or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Amerivest Properties Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 1 contract

Samples: Source Interlink Companies Inc

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations authorizations, licenses or permits issued by the appropriate state, federal federal, or foreign regulatory agencies agencies, self-regulatory organizations or other bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject effect of an unfavorable decision, ruling or finding, which could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (MeetMe, Inc.)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesbusinesses as now operated by them, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in have a Material Adverse ChangeEffect.

Appears in 1 contract

Samples: Purchase Agreement (Polymedica Corp)

All Necessary Permits, etc. The Company and each subsidiary of its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any such subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 1 contract

Samples: Underwriting Agreement (Gulfmark Offshore Inc)

All Necessary Permits, etc. The Each of the Company and each subsidiary possess the Subsidiary possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies as is necessary to conduct their respective businessesits business, and neither the Company nor any subsidiary the Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance noncompliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 1 contract

Samples: Orderly Marketing Agreement (Keryx Biophamaeuticals Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in have a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (iPCS, INC)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and --------------------------- current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Lifeminders Com Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.. (w)

Appears in 1 contract

Samples: Underwriting Agreement (Emulex Corp /De/)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations authorizations, licenses or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization authorization, license or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 1 contract

Samples: Underwriting Agreement (Redwood Trust Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received received, or has any reason to believe that it will receive, any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit permit, which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Luxfer Holdings PLC)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesbusinesses except as would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Aeroflex Inc)

All Necessary Permits, etc. The Company and each subsidiary -------------------------- possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Radio One Inc

All Necessary Permits, etc. The Company and each subsidiary Significant Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Mueller Water Products, Inc.

All Necessary Permits, etc. The Company and its subsidiary each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any its subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Ebenx Inc

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-non- compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Redwood Trust Inc)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesits business, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would reasonably be expected to result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Il Fornaio America Corp)

All Necessary Permits, etc. The Company and each subsidiary Subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, other than those the failure to possess or own would not result in a Material Adverse Change, and neither the Company nor any subsidiary Subsidiary has received any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Sales Agreement (Pixelworks, Inc)

All Necessary Permits, etc. The Company and each its subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Resourcephoenix Com)

All Necessary Permits, etc. The Company and each subsidiary its subsidiaries possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of or is otherwise aware of any proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Anaren Microwave Inc)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current possesses all certificates, authorizations or and permits issued by the appropriate statefederal, federal state or foreign regulatory agencies or bodies authorities necessary to conduct their respective businesses, and neither the Company nor any subsidiary has and its subsidiaries have not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, of any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in would have a Material Adverse Changematerial adverse effect on the Company or any of its subsidiaries.

Appears in 1 contract

Samples: Prelude Therapeutics Inc

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businessesbusinesses as they are now conducted or as they are proposed to be conducted, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Petra Capital Inc /De/)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their its respective businessesbusiness, and neither the Company nor any subsidiary has not received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Change.

Appears in 1 contract

Samples: Omnivision Technologies Inc

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any written notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could would, individually or in the aggregate, result in a Material Adverse Change.

Appears in 1 contract

Samples: Purchase Agreement (Ingles Markets Inc)

All Necessary Permits, etc. The Company and each subsidiary its subsidiaries possess such valid and current licenses, certificates, authorizations authorizations, or permits issued by the appropriate state, federal federal, or foreign regulatory agencies or bodies necessary to conduct their respective businesses, and neither the Company nor any subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, could result in a Material Adverse Changepermit.

Appears in 1 contract

Samples: Hanover Capital Mortgage Holdings Inc

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