Common use of Compliance with Existing Laws Clause in Contracts

Compliance with Existing Laws. The LLC possesses all -------------------------------- Authorizations, each of which is valid and in full force and effect, and, to Sellers' Knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The LLC has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers have no Knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor license. The Sellers have no Knowledge, nor have they received written notice within the past three years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 2 contracts

Samples: Membership Interests Purchase Agreement (Hersha Hospitality Trust), Membership Interests Purchase Agreement (Hersha Hospitality Trust)

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Compliance with Existing Laws. The LLC possesses all -------------------------------- Authorizations, each of which is valid and in full force and effect, and, to Sellers' Contributors’ Knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The LLC has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers Contributors have no Knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor licenselimitation. The Sellers Contributors have no Knowledge, nor have they received written notice within the past three years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Compliance with Existing Laws. The LLC possesses Subject Company and the Property Owner possess all -------------------------------- Authorizations, each of which is valid and in full force and effect, and, to Sellers' Contributors’ Knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The LLC Neither the Subject Company nor the Property Owner has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers Contributors have no Knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor licenselimitation. The Sellers Contributors have no Knowledge, nor have they received written notice within the past three (3) years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Compliance with Existing Laws. The LLC possesses all -------------------------------- Authorizations, each of which is valid and in full force and effect, and, to Sellers' KnowledgeContributors’ actual knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The LLC has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers Contributors have no Knowledge actual knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor licenselimitation. The Sellers Contributors have no Knowledgeactual knowledge, nor have they received written notice within the past three years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Compliance with Existing Laws. The LLC possesses all -------------------------------- ----------------------------- Authorizations, each of which is valid and in full force and effect, and, to Sellers' Contributor's Knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The LLC has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers have Contributor has no Knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor licenselimitation. The Sellers have Contributor has no Knowledge, nor have they has he received written notice within the past three years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Compliance with Existing Laws. The LLC possesses Subject Company and the Property Owner possess all -------------------------------- Authorizations, each of which is valid and in full force and effect, and, to SellersContributors' Knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The LLC Neither the Subject Company nor the Property Owner has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers Contributors have no Knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor licenselimitation. The Sellers Contributors have no Knowledge, nor have they received written notice within the past three (3) years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

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Compliance with Existing Laws. The LLC possesses all -------------------------------- Authorizations, each of which is valid and in full force and effect, and, to Sellers' Contributor's Knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The LLC has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers have Contributor has no Knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor licenselimitation. The Sellers have Contributor has no Knowledge, nor have they has he received written notice within the past three years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Compliance with Existing Laws. The LP and the LLC possesses possess all -------------------------------- Authorizations, each of which is valid and in full force and effect, and, to Sellers' Contributors’ Knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The Neither the LP nor the LLC has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers Contributors have no Knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor licenselimitation. The Sellers Contributors have no Knowledge, nor have they received written notice within the past three (3) years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Compliance with Existing Laws. The LLC possesses and the Property Owner possess all -------------------------------- Authorizations, each of which is valid and in full force and effect, and, to Sellers' Contributors’ Knowledge, no provision, condition or limitation of any of the Authorizations has been breached or violated. The Neither the LLC nor the Property Owner has not misrepresented or failed to disclose any relevant fact in obtaining all Authorizations, and the Sellers Contributors have no Knowledge of any change in the circumstances under which those Authorizations were obtained that result in their termination, suspension, modification or limitation other than the LLC's liquor licenselimitation. The Sellers Contributors have no Knowledge, nor have they received written notice within the past three (3) years, of any existing violation of any provision of any applicable building, zoning, subdivision, environmental or other governmental ordinance, resolution, statute, rule, order or regulation, including but not limited to those of environmental agencies or insurance boards of underwriters, with respect to the ownership, operation, use, maintenance or condition of the Property or any part thereof, or requiring any repairs or alterations other than those that have been made prior to the date hereof.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

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