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 in the manner described in the Disclosure Package and Prospectus, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to 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, would reasonably be expected to have a Material Adverse Change.

Appears in 12 contracts

Samples: Agreement (Graphic Packaging Holding Co), Underwriting Agreement (Clayton Dubilier & Rice Fund v L P), Underwriting Agreement (Graphic Packaging Holding Co)

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All Necessary Permits, etc. The Company and each subsidiary Significant Subsidiary possess such valid and current certificates, authorizations, permits, licenses, approvals, consents and other authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such licenses, certificates, authorizations, permits, approvals, consents or other authorizations or permits would not, individually or in the aggregate, reasonably be expected to not result in a Material Adverse Change, and neither the Company nor any subsidiary Significant Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization, permit, license, approval, consent or other authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 7 contracts

Samples: Underwriting Agreement (Stryker Corp), Underwriting Agreement (Stryker Corp), Underwriting Agreement (Stryker Corp)

All Necessary Permits, etc. The Company and each subsidiary Significant Subsidiary possess such valid and current certificates, authorizations, permits, licenses, approvals, consents and other authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or permits the same would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary Significant Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization, permit, license, approval, consent or other authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 7 contracts

Samples: Underwriting Agreement (Thermo Fisher Scientific Inc.), Underwriting Agreement (Thermo Fisher Scientific Inc.), Underwriting Agreement (Thermo Fisher Scientific 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 in the manner and as described in the Registration Statement, the General Disclosure Package and the Prospectus, except where the failure to possess any such certificatescertificate, authorizations authorization or permits permit would not, individually or in the aggregate, not reasonably be expected to result in have a Material Adverse ChangeEffect, 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, any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse ChangeEffect.

Appears in 6 contracts

Samples: Underwriting Agreement (Pinnacle Foods Inc.), Underwriting Agreement (Pinnacle Foods Inc.), Underwriting Agreement (Pinnacle Foods Inc.)

All Necessary Permits, etc. The Company and each subsidiary its subsidiaries possess such valid and current certificates, authorizations or permits issued required by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner as currently conducted and as described in the Disclosure Package and Registration Statement or the Prospectus, except where the failure to so possess such certificates, authorizations or permits would notnot reasonably be expected, individually or in the aggregate, reasonably be expected to result in have a Material Adverse Change, and neither Effect. 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 whichpermit, singly except where such revocation, modification or non-compliance would not reasonably be expected, individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected aggregate to have a Material Adverse ChangeEffect.

Appears in 5 contracts

Samples: Waitr Holdings Inc., Waitr Holdings Inc., Waitr 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 own, lease and operate its properties and to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where to the extent that any failure to possess have such certificates, authorizations or permits would notreasonably be expected, individually singly or in the aggregate, reasonably be expected to result in a Material Adverse Change, 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 5 contracts

Samples: Purchase Agreement (Century Communities, Inc.), Purchase Agreement (Century Communities, Inc.), Purchase Agreement (Century Communities, Inc.)

All Necessary Permits, etc. The Each of the Company and each subsidiary possess its Subsidiaries possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary of its Subsidiaries 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 unfavourable decision, ruling or finding, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 5 contracts

Samples: Underwriting Agreement (IMRIS Inc.), Underwriting Agreement (Dragonwave Inc), Underwriting Agreement (IMRIS Inc.)

All Necessary Permits, etc. The Company and each subsidiary Subsidiary possess such valid and current certificates, authorizations or and permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner as currently conducted by each of them and as described in the Disclosure Package Time of Sale Prospectus and the Prospectus, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither . 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 individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 4 contracts

Samples: Underwriting Agreement (Diversified Restaurant Holdings, Inc.), Underwriting Agreement (Diversified Restaurant Holdings, Inc.), Underwriting Agreement (Peekay Boutiques, Inc.)

All Necessary Permits, etc. The Company and each subsidiary its Significant Subsidiaries possess such valid and current certificates, authorizations, permits, licenses, approvals, consents and other authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure such failures to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in have a Material Adverse ChangeEffect, and neither the Company nor any subsidiary Significant Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization, permit, license, approval, consent or other authorization or permit whichwhich would, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have a Material Adverse ChangeEffect.

Appears in 4 contracts

Samples: Underwriting Agreement (Church & Dwight Co Inc /De/), Underwriting Agreement (Church & Dwight Co Inc /De/), Underwriting Agreement (Church & Dwight Co Inc /De/)

All Necessary Permits, etc. The Company and each subsidiary possess Corporation or the Subsidiary, as applicable, possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, as now conducted, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse ChangeEffect, and neither the Company Corporation has not received, nor has any subsidiary has received reason to believe that it will receive, 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 unfavourable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse ChangeEffect.

Appears in 4 contracts

Samples: |Agency Agreement (IntelGenx Technologies Corp.), Agency Agreement (IntelGenx Technologies Corp.), Agency Agreement (IntelGenx Technologies 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such valid and current certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, 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, would reasonably be expected to have a Material Adverse Change.

Appears in 3 contracts

Samples: Underwriting Agreement (Pioneer Energy Services Corp), Underwriting Agreement (Pioneer Drilling Co), Underwriting Agreement (Pioneer Drilling Co)

All Necessary Permits, etc. (i) 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such valid and current certificates, authorizations or permits would notnot reasonably be expected to have, individually or in the aggregate, reasonably be expected to result in a Material Adverse ChangeEffect, and (ii) 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, would reasonably be expected to have a Material Adverse ChangeEffect.

Appears in 3 contracts

Samples: Pioneer Drilling Co, Pioneer Drilling Co, Pioneer Drilling Co

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations, permits, licenses, approvals, consents and other authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or permits for those absences as would not, individually or in the aggregate, reasonably be expected to result in have a Material Adverse ChangeEffect, 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, permit, license, approval, consent or other authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have a Material Adverse ChangeEffect.

Appears in 3 contracts

Samples: Underwriting Agreement (Energen Corp), Underwriting Agreement (Energen Corp), Underwriting Agreement (Energen 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 bodies, including without limitation the Federal Communications Commission (the "FCC") and the Federal Aviation Authority (the "FAA"), necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the a failure to possess such certificates, authorizations or permits would not, individually singly or in the aggregate, reasonably be expected to 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 3 contracts

Samples: Global Signal Inc, Global Signal Inc, Global Signal Inc

All Necessary Permits, etc. The Company and each subsidiary possess Subsidiary possesses such valid and current certificates, authorizations or permits issued required by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner as described in the Disclosure Package Registration Statement and Prospectus, except where other than those the failure to possess such certificates, authorizations or permits own would notnot reasonably be expected to, individually or in the aggregate, reasonably be expected to 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, would reasonably be expected to have to, individually or in the aggregate, result in a Material Adverse Change.

Appears in 2 contracts

Samples: Sales Agreement (Madrigal Pharmaceuticals, Inc.), Sales Agreement (Madrigal Pharmaceuticals, Inc.)

All Necessary Permits, etc. The Company and each subsidiary its subsidiaries possess such valid and current licenses, certificates, authorizations or permits issued by the appropriate state, federal federal, local or foreign regulatory agencies or bodies necessary for the ownership or lease of their respective properties or to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess obtain such licenses, certificates, authorizations or permits would not, individually or in the aggregate, not reasonably be expected to result in a Material Adverse Change, 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 license, certificate, authorization or permit whichthat, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, aggregate would reasonably be expected to have result in a Material Adverse Change.

Appears in 2 contracts

Samples: Letter Agreement (Vertiv Holdings Co), Underwriting Agreement (Vertiv Holdings Co)

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations authorizations, approvals, registrations, consents or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, except where the failure to possess posses such certificates, authorizations authorizations, approvals, registrations, consents or permits would notpermits, individually singly or in the aggregate, reasonably be expected to would not result in a Material Adverse Change, Effect 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, would reasonably be expected to have could result in a Material Adverse ChangeEffect.

Appears in 2 contracts

Samples: Purchase Agreement (Firsthand Technology Value Fund, Inc.), Purchase Agreement (Firsthand Technology Value Fund, 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 in the manner described in the Disclosure Package and ProspectusOffering Memorandum, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to 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, would reasonably be expected to have a Material Adverse Change.

Appears in 2 contracts

Samples: Purchase Agreement (Graphic Packaging Holding Co), Purchase Agreement (Graphic Packaging Holding Co)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate municipal, state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to 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 whichthat, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would would, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Change.

Appears in 2 contracts

Samples: Olympic Steel Inc, Olympic Steel Inc

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, as now conducted, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse ChangeEffect, and neither the Company has not received, nor has 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 or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse ChangeEffect.

Appears in 2 contracts

Samples: Underwriting Agreement (Acasti Pharma Inc.), Underwriting Agreement (Acasti Pharma 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 in the manner businesses, as described in the Disclosure Package and Prospectusthe Final Offering Memorandum, except where the failure to possess such certificates, authorizations or permits the same would not, individually or in the aggregate, not reasonably be expected to result in have a Material Adverse ChangeEffect, 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, would reasonably be expected to have a Material Adverse ChangeEffect.

Appears in 2 contracts

Samples: Purchase Agreement (Alliance Data Systems Corp), Purchase Agreement (Alliance Data Systems Corp)

All Necessary Permits, etc. The Each of the Company and each subsidiary possess its Subsidiaries possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse ChangeEffect, and neither the Company nor any subsidiary of its Subsidiaries 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 unfavourable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse ChangeEffect.

Appears in 2 contracts

Samples: Subscription Agreement (Hydrogenics Corp), Subscription Agreement (Hydrogen Co)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate statenon-U.S., U.S. federal or foreign state regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or permits make the same would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and and, except as disclosed in the Disclosure Package, 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 2 contracts

Samples: Delhaize Group, Delhaize Group

All Necessary Permits, etc. The Company and each subsidiary possess possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, as now conducted, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse ChangeEffect, and neither the Company has not received, nor has 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 or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse ChangeEffect.

Appears in 2 contracts

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

All Necessary Permits, etc. The To the best of its knowledge, each of the Company and each subsidiary possess the Significant Subsidiaries possesses such valid and current certificates, authorizations or and permits issued by the appropriate stateforeign, federal federal, state or foreign local regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business as currently conducted, except where to the extent that the failure to possess obtain such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in not have a Material Adverse ChangeEffect, and neither the Company nor any subsidiary Significant 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, would could reasonably be expected to have result in a Material Adverse Change.

Appears in 2 contracts

Samples: Aksys LTD, Placement Agency Agreement (NTN Communications Inc)

All Necessary Permits, etc. The Each of the Company and each subsidiary possess its Subsidiaries possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary of its Subsidiaries 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 2 contracts

Samples: Underwriting Agreement (Westport Innovations Inc), Underwriting Agreement (Westport Innovations 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 in the manner described in the Disclosure Package and Prospectusas currently conducted, except where for any of the failure to possess such certificates, authorizations or permits foregoing that would not, individually singly or in the aggregate, reasonably be expected to result in a Material Adverse Change, 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Note Purchase Agreement (Horizon Pharma, Inc.)

All Necessary Permits, etc. The Company and each subsidiary Significant Subsidiary possess such valid and current certificates, authorizations, permits, licenses, approvals, consents and other authorizations or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to so possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary Significant Subsidiary has received any notice of proceedings relating to the revocation or modification of, or non-compliance with, any such certificate, authorization, permit, license, approval, consent or other authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Toro Co)

All Necessary Permits, etc. The Except as otherwise disclosed in the Prospectus, 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 in the manner described in the Disclosure Package and Prospectus, except where the failure to possess have such certificates, authorizations authorizations, or permits would not, individually or in the aggregate, not reasonably be expected to 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (United Pan Am Financial Corp)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued required by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner as currently conducted and as described in the Disclosure Package and ProspectusSEC Documents (“Permits”), except where the failure to so possess such certificates, authorizations or permits comply would notnot reasonably be expected, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither . 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-non compliance with, any such certificate, authorization or permit whichpermit, singly except where such violation, default, revocation, modification or non-compliance would not reasonably be expected, individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Securities Purchase Agreement (Enliven Therapeutics, Inc.)

All Necessary Permits, etc. The Except as otherwise disclosed in the Propsectus, each of 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 in the manner as currently conducted by it and described in the Disclosure Package Registration Statement and Prospectus, except where other than those the failure to possess such certificates, authorizations or permits own would not, individually or in the aggregate, reasonably be expected to 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Threshold Pharmaceuticals Inc

All Necessary Permits, etc. The Each of the Company and each subsidiary possess its Material Subsidiaries possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor either of its Material Subsidiaries has received, or has any subsidiary has received reason to believe that it will receive, 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 unfavourable decision, ruling or finding, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Neptune Technologies & Bioressources Inc.)

All Necessary Permits, etc. The Company and each subsidiary of its subsidiaries possess such valid and current certificates, authorizations or and permits issued by the appropriate stateforeign, federal federal, state or foreign local regulatory agencies or bodies necessary to conduct their respective businesses its business as currently conducted and as proposed in the manner described in the Disclosure Package Base Prospectus and ProspectusProspectus Supplement to be conducted, except where to the extent that the failure to possess obtain such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in not have a Material Adverse ChangeEffect on the Company, 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, would could reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Purchase Agreement (Biopure Corp)

All Necessary Permits, etc. The Company Company, the Partnerships and each subsidiary of their respective subsidiaries possess such valid and current certificates, authorizations authorizations, licenses or permits issued by the appropriate local, state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificatescertificate, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company Company, nor any subsidiary Partnership, nor any of it or their subsidiaries 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Purchase Agreement (Lexington Realty Trust)

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 its properties and to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess for such certificates, authorizations or permits the failure of which to possess would not, individually or in the aggregate, reasonably be expected to 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Purchase Agreement (Mantech International Corp)

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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to so possess such certificates, authorizations or permits would notpermits, individually singly or in the aggregate, would not reasonably be expected to result in a Material Adverse Change, and neither . Neither the Company nor any subsidiary Significant 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Mueller Water Products, Inc.)

All Necessary Permits, etc. (i) 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such valid and current certificates, authorizations or permits would notnot reasonably be expected to have, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, Effect and (ii) 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (American Retirement Corp)

All Necessary Permits, etc. The Except as otherwise disclosed in the Prospectus, 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 own, lease and operate its properties and to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusas presently conducted, except where the failure to possess obtain any such certificatescertificate, authorizations authorization or permits permit would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither . Neither the Company nor any subsidiary of its subsidiaries 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Boyd Gaming Corp)

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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such licenses, certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to 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 license, certificate, authorization or permit whichwhich would, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Catamaran Corp)

All Necessary Permits, etc. The Except as otherwise disclosed in the Registration Statement, General Disclosure Package, and the Prospectus, the Company and each subsidiary possess or has obtained 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where other than those the failure to possess such certificates, authorizations or permits own would not, individually or in the aggregate, reasonably be expected to 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Mast Therapeutics, Inc.)

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All Necessary Permits, etc. The Except as otherwise disclosed in each of the Disclosure Package and the Prospectus, 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 in the manner described in the Disclosure Package and Prospectusas now conducted, except where the failure to possess such certificates, authorizations or permits as would not, individually or in the aggregate, reasonably be expected to 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, would would, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Emergency Medical Services L.P.

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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary has received received, or reasonably believes 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, would reasonably be expected to have could result in a Material Adverse Change, except as otherwise disclosed in the Time of Sale Information and the Registration Statement.

Appears in 1 contract

Samples: Gladstone Commercial Corp

All Necessary Permits, etc. The Each of the Company and each subsidiary possess its Subsidiaries possesses such valid and current certificates, authorizations or permits issued by the appropriate United States federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary of its Subsidiaries 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 unfavourable decision, ruling or finding, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Hydrogenics Corp)

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations or permits issued by the appropriate statenon-U.S., U.S. federal or foreign state regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or permits make the same would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and and, except as disclosed in the Pricing Disclosure Package, 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Purchase Agreement (Delhaize Group)

All Necessary Permits, etc. The Except as otherwise disclosed in the Prospectus, 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess secure such certificates, authorizations or permits would not, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Change, and neither Effect. 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 whichthat, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (C-Bridge Internet Solutions Inc)

All Necessary Permits, etc. The Each of the Company and each subsidiary possess its Subsidiaries possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies reasonably necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary of its Subsidiaries 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 unfavourable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Dragonwave 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such valid and current certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Purchase Agreement (Pioneer Drilling Co)

All Necessary Permits, etc. The Each of the Company and each subsidiary possess its Subsidiaries possesses such valid and current certificates, authorizations or permits issued by the appropriate federal, provincial, state, federal local or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusits business, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary of its Subsidiaries 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 unfavourable decision, ruling or finding, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Hydrogenics 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 in the manner described in the Disclosure Package and Prospectus, except where the failure to possess such for those certificates, authorizations or permits the failure to possess would notnot reasonably be expected, either individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company nor any subsidiary of its subsidiaries has received any notice no-xxxx 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Susser Holdings CORP)

All Necessary Permits, etc. (i) 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such valid and current certificates, authorizations or permits would notnot reasonably be expected to result in, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, Change and (ii) 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (American Retirement 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 in the manner described in the Disclosure Package and Prospectus, except where the failure to possess such other than any certificates, authorizations or permits the absence of which would not, individually singly or in the aggregate, reasonably be expected to result in a Material Adverse Change, 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Metron Technology N V

All Necessary Permits, etc. The Except as otherwise disclosed in the Prospectus, the Company and each subsidiary possess such valid and current certificates, authorizations or permits issued required by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner as currently conducted and as described in the Disclosure Package and Prospectus, except where Registration Statement or the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither Prospectus (“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, would reasonably be expected to have a Material Adverse Change.Effect..

Appears in 1 contract

Samples: Open Market Sale (Hertz 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 in the manner described in the Disclosure Package and Prospectus, except where the failure to possess such (including any certificates, authorizations or permits required by the FDA or comparable federal, state, local or foreign governmental bodies) except as would not, individually or in the aggregate, not reasonably be expected to result in a Material Adverse Change, 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Halozyme Therapeutics Inc)

All Necessary Permits, etc. The Except as otherwise disclosed in the Prospectus, 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess any such certificateslicense, authorizations certificate, authorization or permits permit would not, individually singly or in the aggregate, reasonably be expected to result in have a Material Adverse Change, and neither Effect. 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, would reasonably be expected to have result in a Material Adverse ChangeEffect.

Appears in 1 contract

Samples: Underwriting Agreement (Ruths Chris Steak House, 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess obtain such certificatescertificate, authorizations authorization or permits would permit could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, 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, would could, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Purchase Agreement (ARKO 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 in the manner described in the Disclosure Package and the Prospectus, except where the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to 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, would reasonably be expected to have a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Graphic Packaging Holding Co)

All Necessary Permits, etc. The Company and each subsidiary its subsidiaries possess such valid and current certificates, authorizations or permits issued required by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner as currently conducted and as described in the Disclosure Package and ProspectusRegistration Statement or the Prospectus (“Permits”), except where the failure to so possess such certificates, authorizations or permits would not, individually or in the aggregate, not reasonably be expected to result in a Material Adverse Change, and neither . 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 whichpermit, singly that, individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: VistaGen Therapeutics, Inc.

All Necessary Permits, etc. The Except as otherwise disclosed in the Disclosure Package and the Prospectus, 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except for where the failure to possess such certificates, authorizations or permits would notnot have, individually or in the aggregate, reasonably be expected to result in a Material Adverse ChangeEffect, 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, would reasonably be expected to could have a Material Adverse ChangeEffect.

Appears in 1 contract

Samples: Underwriting Agreement (Central Garden & Pet Co)

All Necessary Permits, etc. The Except as otherwise disclosed in the Disclosure Package and the Prospectus, 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or permits the same would not, individually or in the aggregate, not reasonably be expected to 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 license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Scotts Miracle-Gro Co)

All Necessary Permits, etc. The Except as otherwise disclosed in the Prospectus, 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or permits as would notnot reasonably be expected to, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Richardson Electronics LTD/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 own, lease and operate its properties and to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such valid and current certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Purchase Agreement (Pioneer Drilling Co)

All Necessary Permits, etc. The Except as otherwise disclosed in the Prospectus, the Company and each subsidiary possess such valid and current certificates, authorizations or permits issued required by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner as currently conducted and as described in the Disclosure Package and Prospectus, except where Registration Statement or the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither Prospectus (“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 permit, which, singly individually or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would could reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Open Market Sale (Vaxart, Inc.)

All Necessary Permits, etc. The Company Company, the Partnership 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 in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificatescertificate, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither the Company Company, the Partnership 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, would reasonably be expected to have could result in a Material Adverse Change.

Appears in 1 contract

Samples: Acadia Realty Trust

All Necessary Permits, etc. The Company and each subsidiary possess such valid and current certificates, authorizations (including without limitation security clearances issued to the Company, each such subsidiary and any relevant employees thereof) or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner described in the Disclosure Package and Prospectusbusinesses, except where the failure to possess such certificates, authorizations or and permits would notthe absence of which, individually or in the aggregate, reasonably be expected to would not result in a Material Adverse Change, and neither the Company nor any subsidiary has received any notice of proceedings Table of Contents 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Caci International Inc /De/)

All Necessary Permits, etc. The Except where the failure to possess any such certificates, authorizations or permits would not result in a Material Adverse Change, 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 bodies, including without limitation the Federal Communications Commission, necessary to conduct their respective businesses in the manner described in the Disclosure Package as currently conducted and Prospectus, except where the failure as proposed to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Changeconducted, 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, would reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Underwriting Agreement (Novatel Wireless Inc)

All Necessary Permits, etc. The Except as otherwise disclosed in the Prospectus, the Company and each subsidiary possess such valid and current certificates, authorizations or permits issued required by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct their respective businesses in the manner as currently conducted and as described in the Disclosure Package and Prospectus, except where Registration Statement or the failure to possess such certificates, authorizations or permits would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change, and neither Prospectus (“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 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, would could reasonably be expected to have result in a Material Adverse Change.

Appears in 1 contract

Samples: Sales Agreement (Vaxart, Inc.)

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