Common use of Current Operations Clause in Contracts

Current Operations. Other than with respect to either Environmental Legacy Liabilities or exceptions that could not reasonably be expected to either (x) result in liability in excess of $20,000,000 or (y) individually or in the aggregate, have a Material Adverse Effect: (i) Holdings and its Subsidiaries (A) are and have been in compliance with all applicable Environmental Laws, and (B) have obtained, and maintained in full force and effect, all Governmental Authorizations arising under Environmental Laws that are necessary for the conduct of the Business and the Tiwest Joint Venture in compliance with Environmental Laws; (ii) neither Holdings nor any of its Subsidiaries have received any unresolved written notice, report or other written communication regarding any actual or alleged material violation of Environmental Laws or any unresolved actual or alleged Environmental Liabilities relating to the Business, the Facilities or the Tiwest Joint Venture; (iii) no Release affecting the Business, any Facility or the Tiwest Joint Venture has occurred or is occurring at or from any of the Facilities or by Holdings or any of its Subsidiaries on any other property that requires notice to any Governmental Authority, any form of Remedial Action under applicable Environmental Law, or that could reasonably be expected to form the basis of an Environmental Claim; (iv) neither Holdings nor any of its Subsidiaries has by law or contract agreed to, assumed or retained any material Environmental Liability or responsibility for any Environmental Claim, including under any lease, purchase agreement, sale agreement, joint venture agreement or other binding corporate or real estate document or agreement related to the Business, the Facilities or the Tiwest Joint Venture; and (v) there are no pending or, to the knowledge of Holdings and Borrower, threatened Environmental Claims related to the Business, the Facilities or the Tiwest Joint Venture and, to the knowledge of Holdings and Borrower, there are no violations of Environmental Law or Releases that could reasonably be expected to form the basis of any such Environmental Claim; and (vi) the Products are being, or have been, pre-registered and registered within the meaning of the Regulation (EC) No. 1907/2006 concerning the Registration, Evaluation, Authorisation and Restriction of Chemicals of the European Union and all rules and regulations promulgated thereunder, and do and will comply with all statutory and EC requirements and regulations relating to the Products or to the sale of the Products in the European Union.

Current Operations. Other than with respect to either Environmental Legacy Liabilities or exceptions that could not reasonably be expected to either (x) result in liability in excess Each of $20,000,000 or (y) individually or the Companies and Subsidiaries has since September 27, 1996 been managed in the aggregateordinary course of business and "en bon pere de famille". Except as set forth in Exhibit 2.06 hereto, have since September 27, 1996: (a) To the exclusion of macro-economic type events or modifications, no event, modification or transaction of any kind has taken place which has a Material Adverse Effect: (i) Holdings Effect on the financial condition and its Subsidiaries (A) are and have been in compliance with all applicable Environmental Laws, and (B) have obtained, and maintained in full force and effect, all Governmental Authorizations arising under Environmental Laws that are necessary for the conduct operations of the Business Companies and Subsidiaries taken as a whole and the Tiwest Joint Venture in compliance with Environmental LawsSeller knows of no event or modification which will have such an effect; (iib) neither Holdings nor No dividend has been declared or paid by the Companies, no amount has been improperly paid out by any Company or Subsidiary, and no shares of its Subsidiaries the Companies have received any unresolved written notice, report been repurchased or other written communication regarding any actual or alleged material violation of Environmental Laws or any unresolved actual or alleged Environmental Liabilities relating to redeemed by the Business, the Facilities or the Tiwest Joint VentureCompanies; (iiic) no Release affecting the Business, any Facility or the Tiwest Joint Venture has occurred or is occurring at or from any None of the Facilities Companies or by Holdings Subsidiaries has contracted a commitment or any obligation other than in the ordinary course of its Subsidiaries on any other property that requires notice to any Governmental Authoritybusiness, any form of Remedial Action under applicable Environmental Law, or that could reasonably be expected to form and in conformity with its previous practice and in amounts comparable with those commitments contracted in the basis of an Environmental Claimpast; (ivd) neither Holdings nor None of the Companies or Subsidiaries has acquired any material fixed assets or sold any of their material fixed assets except at prices conforming to their fair market value, nor (except for contested items or for other reasonable commercial reasons) relinquished any debts or other rights due to them without receiving full compensation therefor, nor repaid any loan prior to its repayment date; (e) None of the Companies or Subsidiaries has, except in the ordinary course of business, raised salaries or has modified the terms of the employment contracts to which it is a party, nor the benefits enjoyed by its employees and managers. None of the Companies or Subsidiaries has (except in the ordinary course of business or as required by law applicable laws, regulations and collective bargaining agreements) expressly undertaken to increase the salaries or contract agreed to, assumed or retained any material Environmental Liability or responsibility for any Environmental Claim, including under any lease, purchase agreement, sale agreement, joint venture agreement bonuses or other binding corporate advantages of any of their employees or real estate document or agreement related to the Business, the Facilities or the Tiwest Joint Venturemanagers; and (vf) there are no pending or, to the knowledge of Holdings and Borrower, threatened Environmental Claims related to the Business, the Facilities or the Tiwest Joint Venture and, to the knowledge of Holdings and Borrower, there are no violations of Environmental Law or Releases that could reasonably be expected to form the basis of any such Environmental Claim; and (vi) the Products are being, or have been, pre-registered and registered within the meaning None of the Regulation (EC) No. 1907/2006 concerning Companies or Subsidiaries has granted any material option rights, mortgages or other security interests or encumbered the Registration, Evaluation, Authorisation and Restriction of Chemicals property of the European Union and all rules and regulations promulgated thereunder, and do and will comply with all statutory and EC requirements and regulations relating to Companies and/or the Products or to the sale of the Products Subsidiaries in the European Unionany way.