Common use of Customs and International Trade Laws Clause in Contracts

Customs and International Trade Laws. (a) To the Knowledge of the Company, since January 1, 2016, the Company and its Subsidiaries have been in compliance with all applicable Customs and International Trade Laws and there are no unresolved formal claims or other Proceedings concerning the liability of any of the Company or its Subsidiaries under such Laws. Without limiting the foregoing, (i) since January 1, 2016, each director, officer, employee, and, to the Knowledge of the Company, agent of the Company or any of its Subsidiaries has been in compliance with all applicable Customs and International Trade Laws; (ii) at all times since January 1, 2016, the Company, its Subsidiaries and Persons acting on their behalf have obtained all required import and export licenses and all other Customs and International Trade Authorizations; (iii) since January 1, 2016, no Governmental Authority has initiated any Proceedings or imposed any civil or criminal fine, penalty, seizure, forfeiture, revocation of a Customs and International Trade Authorization, debarment or denial of future Customs and International Trade Authorizations against any of the Company or its Subsidiaries or any of their respective directors, officers, employees or, to the Knowledge of the Company, agents in connection with any actual or alleged violation of any applicable Customs and International Trade Laws; and (iv) since January 1, 2016, there have been no claims, investigations or requests for information by a Governmental Authority with respect to the Company’s and its Subsidiaries’ Customs and International Trade Authorizations and compliance with applicable Customs and International Trade Laws.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Welbilt, Inc.), Agreement and Plan of Merger (Welbilt, Inc.), Agreement and Plan of Merger (Middleby Corp)

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Customs and International Trade Laws. (a) To the Knowledge of the CompanyParent, since January 1, 2016, the Company Parent and its Subsidiaries have been in compliance with all applicable Customs and International Trade Laws and there are no unresolved formal claims or other Proceedings concerning the liability of any of the Company Parent or its Subsidiaries under such Laws. Without limiting the foregoing, (i) since January 1, 2016, each director, officer, employee, and, to the Knowledge of the CompanyParent, agent of the Company Parent or any of its Subsidiaries has been in compliance with all applicable Customs and International Trade Laws; (ii) at all times since January 1, 2016, the CompanyParent, its Subsidiaries and Persons acting on their behalf have obtained all required import and export licenses and all other Customs and International Trade Authorizations; (iii) since January 1, 2016, no Governmental Authority has initiated any Proceedings or imposed any civil or criminal fine, penalty, seizure, forfeiture, revocation of a Customs and International Trade Authorization, debarment or denial of future Customs and International Trade Authorizations against any of the Company Parent or its Subsidiaries or any of their respective directors, officers, employees or, to the Knowledge of the CompanyParent, agents in connection with any actual or alleged violation of any applicable Customs and International Trade Laws; and (iv) since January 1, 2016, there have been no claims, investigations or requests for information by a Governmental Authority with respect to the CompanyParent’s and its Subsidiaries’ Customs and International Trade Authorizations and compliance with applicable Customs and International Trade Laws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Welbilt, Inc.), Agreement and Plan of Merger (Middleby Corp)

Customs and International Trade Laws. (a) To the Knowledge of the Company, since Since January 1, 20162017, the Company and its Subsidiaries have been in compliance in all material respects with all applicable Customs and & International Trade Laws and there are no unresolved formal claims or other Proceedings concerning the liability of any of the Company or its Subsidiaries under such Laws. Without limiting the foregoing, (i) at all times since January 1, 20162017, each director, officer, employee, the Company and its Subsidiaries and, to the Knowledge of the Company, agent of the Company or any of its Subsidiaries has been in compliance with all applicable Customs and International Trade Laws; (ii) at all times since January 1, 2016, the Company, its Subsidiaries and Persons acting on their behalf have obtained all required import and export licenses and all other consents, notices, waivers, approvals, Orders, authorizations, registrations, declarations, classifications and filings required for the export, import, re-export or transfer of goods, services, software and technology required for the operation of the respective businesses of the Company and its Subsidiaries, including Customs and & International Trade Authorizations; (iiiii) since January 1, 20162017, no Governmental Authority has initiated any Proceedings or imposed any civil or criminal fine, penalty, seizure, forfeiture, revocation of a Customs and & International Trade Authorization, debarment or denial of future Customs and & International Trade Authorizations against any of the Company or its Subsidiaries or any of their respective directors, officers, employees or, to the Knowledge of the Company, or agents in connection with any actual or alleged violation of any applicable Customs and & International Trade Laws; and (iviii) since January 1, 20162017, there have been no claims, investigations or requests for information by a Governmental Authority with respect to the Company’s and its Subsidiaries’ Customs and & International Trade Authorizations and compliance with applicable Customs and & International Trade Laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Corindus Vascular Robotics, Inc.)

Customs and International Trade Laws. (a) To the Knowledge of the Company, since Since January 1, 20162013, the Company and its Subsidiaries have been in compliance in all material respects with all applicable Customs and & International Trade Laws and there are no unresolved formal claims or other Proceedings concerning the liability of any of the Company or its Subsidiaries under such Laws. Without limiting the foregoing, (i) at all times since January 1, 20162013, each director, officer, employee, the Company and its Subsidiaries and, to the Knowledge of the Company, agent of the Company or any of its Subsidiaries has been in compliance with all applicable Customs and International Trade Laws; (ii) at all times since January 1, 2016, the Company, its Subsidiaries and Persons acting on their behalf have obtained all required import and export licenses and all other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations, classifications and filings required for the export, import, re-export or transfer of goods, services, software and technology required for the operation of the respective businesses of the Company and its Subsidiaries, including Customs and & International Trade Authorizations; (iiiii) since January 1, 20162013, no Governmental Authority has initiated any Proceedings or imposed any civil or criminal fine, penalty, seizure, forfeiture, revocation of a Customs and & International Trade Authorization, debarment or denial of future Customs and & International Trade Authorizations against any of the Company or its Subsidiaries or any of their respective directors, officers, employees or, to the Knowledge of the Company, or agents in connection with any actual or alleged violation of any applicable Customs and & International Trade Laws; and (iviii) since January 1, 20162013, there have been no claims, investigations or requests for information by a Governmental Authority with respect to the Company’s and its Subsidiaries’ Customs and & International Trade Authorizations and compliance with applicable Customs and & International Trade Laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (K2m Group Holdings, Inc.)

Customs and International Trade Laws. (ai) To the Knowledge of the Company, since Since January 1, 20162017, the Company and its Subsidiaries has been in, except as has not had, or would not reasonably be expected to have been a Company Material Adverse Effect, in compliance with all applicable Customs and & International Trade Laws and there are no unresolved formal claims or other Proceedings concerning the liability of any of the Company or its Subsidiaries under such Lawslaws. Without limiting the foregoing, (i) since January 1, 2016, each director, officer, employee, and, to the Knowledge of the Company, agent of the Company or any of its Subsidiaries has been in compliance with all applicable Customs and International Trade Laws; (iiA) at all times since January 1, 20162017, the Company and, to the knowledge of the Company, its Subsidiaries and Persons persons acting on their behalf have obtained all required import and export licenses and all other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations, classifications and filings required for the export, import, re-export or transfer of goods, services, software and technology required for the operation of the businesses of the Company, including Customs and & International Trade Authorizations; (iiiB) since January 1, 20162017, no Governmental Authority has initiated any Proceedings or imposed any civil or criminal fine, penalty, seizure, forfeiture, revocation of a Customs and & International Trade Authorization, debarment or denial of future Customs and & International Trade Authorizations against any of the Company or its Subsidiaries or or, to the knowledge of the Company, any of their respective its directors, officers, employees or, to the Knowledge of the Company, or agents in connection with any actual or alleged violation of any applicable Customs and & International Trade Laws; Laws by the Company and (ivC) since January 1, 20162017, there have been no claims, claims or to the Company’s knowledge investigations or requests for information by a Governmental Authority with respect to the Company’s and its Subsidiaries’ Customs and & International Trade Authorizations and compliance with applicable Customs and & International Trade Laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avedro Inc)

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Customs and International Trade Laws. (a) To the Knowledge of the Company, since Since January 1, 20162013, the Company and its Subsidiaries each Company Subsidiary have been in compliance with all applicable Customs and & International Trade Laws and there are no unresolved formal claims or other Proceedings concerning the liability of any of the Company or its Subsidiaries any Company Subsidiary under such Laws. Without limiting the foregoing, (i) at all times since January 1, 20162013, the Company and each director, officer, employee, Company Subsidiary and, to the Knowledge of the Company, agent of the Company or any of its Subsidiaries has been in compliance with all applicable Customs and International Trade Laws; (ii) at all times since January 1, 2016, the Company, its Subsidiaries and Persons acting on their behalf have obtained all required import and export licenses and all other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations, classifications and filings required for the export, import, reexport or transfer of goods, services, software and technology required for the operation of the respective businesses of the Company and each Company Subsidiary, including Customs and & International Trade Authorizations; , (iiiii) since January 1, 20162013, no Governmental Authority has initiated any Proceedings or imposed any civil or criminal fine, penalty, seizure, forfeiture, revocation of a Customs and & International Trade Authorization, debarment or denial of future Customs and & International Trade Authorizations against any of the Company or its Subsidiaries any Company Subsidiary or any of their respective directors, officers, employees or, to the Knowledge of the Company, or agents in connection with any actual or alleged violation of any applicable Customs and & International Trade Laws; Laws and (iviii) since January 1, 20162013, there have been no claims, investigations or requests for information by a Governmental Authority with respect to the Company’s and its Subsidiaries’ each Company Subsidiary’s Customs and & International Trade Authorizations and compliance with applicable Customs and & International Trade Laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Invuity, Inc.)

Customs and International Trade Laws. (ai) To the Knowledge of the Company, since Since January 1, 20162017, the Company and its Subsidiaries has been in, except as has not had, or would not reasonably be expected to have been a Company Material Adverse Effect, in compliance with all applicable Customs and & International Trade Laws and there are no unresolved formal claims or other Proceedings concerning the liability of any of the Company or its Subsidiaries under such Lawslaws. Without limiting the foregoing, (i) since January 1, 2016, each director, officer, employee, and, to the Knowledge of the Company, agent of the Company or any of its Subsidiaries has been in compliance with all applicable Customs and International Trade Laws; (iiA) at all times since January 1, 20162017, the Company and, to the knowledge of the Company, its Subsidiaries and Persons persons acting on their behalf have obtained all required import and export licenses and all other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations, classifications and filings required for the export, import, re-export or transfer of goods, services, software and technology required for the operation of the businesses of the Company, including Customs and & International Trade Authorizations; (iiiB) since January 1, 20162017, no Governmental Authority has initiated any Proceedings or imposed any civil or criminal fine, penalty, seizure, forfeiture, revocation of a Customs and & International Trade Authorization, debarment or denial of future Customs and & International Trade Authorizations against any of the Company or its Subsidiaries or or, to the knowledge of the Company, any of their respective its directors, officers, employees or, to the Knowledge of the Company, or agents in connection with any actual or alleged violation of any applicable Customs and & International Trade Laws; Laws by the Company and (ivC) since January 1, 20162017, there have been no claims, claims or to the Company's knowledge investigations or requests for information by a Governmental Authority with respect to the Company’s and its Subsidiaries’ 's Customs and & International Trade Authorizations and compliance with applicable Customs and & International Trade Laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (GLAUKOS Corp)

Customs and International Trade Laws. (a) To the Knowledge of the Company, since Since January 1, 20162012, the Company and its Subsidiaries have been in compliance in all material respects with all applicable Customs and & International Trade Laws and there are no unresolved formal claims or other Proceedings concerning the liability of any of the Company or its Subsidiaries under such Laws. Without limiting the foregoing, (i) at all times since January 1, 2016, each director, officer, employee, 2012 the Company and its Subsidiaries and, to the Knowledge of the Company, agent of the Company or any of its Subsidiaries has been in compliance with all applicable Customs and International Trade Laws; (ii) at all times since January 1, 2016, the Company, its Subsidiaries and Persons acting on their behalf have obtained all required import and export licenses and all other consents, notices, waivers, approvals, orders, authorizations, registrations, declarations, classifications and filings required for the export, import, reexport or transfer of goods, services, software and technology required for the operation of the respective businesses of the Company and its Subsidiaries, including Customs and & International Trade Authorizations; (iiiii) since January 1, 2016, 2012 no Governmental Authority has initiated any Proceedings or imposed any civil or criminal fine, penalty, seizure, forfeiture, revocation of a Customs and & International Trade Authorization, debarment or denial of future Customs and & International Trade Authorizations against any of the Company or its Subsidiaries or any of their respective directors, officers, employees or, to the Knowledge of the Company, or agents in connection with any actual or alleged violation of any applicable Customs and & International Trade Laws; and (iviii) since January 1, 20162012, there have been no claims, investigations or requests for information by a Governmental Authority with respect to the Company’s and its Subsidiaries’ Customs and & International Trade Authorizations and compliance with applicable Customs and & International Trade Laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Entellus Medical Inc)

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