Governmental Approvals and Compliance with Laws Sample Clauses

Governmental Approvals and Compliance with Laws. To the Best Knowledge of Seller, the Companies hold all governmental approvals which are necessary to operate the Business in substantially the same fashion or manner as currently conducted. To the Best Knowledge of Seller, (i) each Company has complied in all material respects with the compliance program of Seller, and (ii) no compliance proceedings or investigations by any governmental authority exist, the outcome of which would have a material impact on the operation of the Business in substantially the same fashion or manner as currently conducted.
Sample 1Sample 2
AutoNDA by SimpleDocs
Governmental Approvals and Compliance with Laws. (a) All Consents of all Governmental Authorities which are necessary in order to permit the Company and Subsidiaries to carry on the Business (collectively, the “Governmental Approvals”) have been obtained and are in full force and effect, and since the Alcoa Closing Date have been in full force and effect, except where the failure to obtain such Governmental Approvals and keep them in full force and effect would not individually or in the aggregate reasonably be expected to have a Material Adverse Effect. There has been no material violation, cancellation, suspension, modification, revocation or default of any Governmental Approval or any notice of violation, cancellation, suspension, modification, revocation, default or dispute affecting any Governmental Approval, and, to the Knowledge of Seller, no basis exists for any such action, including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement.
Sample 1
Governmental Approvals and Compliance with Laws. (a) All Consents of all Governmental Authorities which are necessary in order to permit the Companies and the Companies’ Subsidiaries to carry on the Business (collectively, the “Governmental Approvals”) have been obtained and are in full force and effect. There has been no material violation, cancellation, suspension, modification, revocation or default of any Governmental Approval or any notice of violation, cancellation, suspension, modification, revocation, default or dispute affecting any Governmental Approval, and, to the Knowledge of Seller, no basis exists for any such action, including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement and the Ancillary Agreements.
Sample 1
Governmental Approvals and Compliance with Laws. Dealer agrees to obtain all necessary governmental approvals to legally operate the dealership and shall otherwise comply with all applicable state, federal and municipal laws, regulations, orders and ordinances.
Sample 1
Governmental Approvals and Compliance with Laws. Tenant, at its sole cost and expense, will comply, or cause compliance with:
Sample 1
Governmental Approvals and Compliance with Laws. (a) All material approvals, permits, qualifications, authorizations, licenses, franchises, consents, orders, registrations and other approvals of all Governmental Authorities which are necessary in order to permit the conduct of the Business (collectively, the "Governmental Approvals") have been obtained and are in full force and effect. Each of the Governmental Approvals is listed on Schedule 5.9(a). There has been no violation, cancellation, suspension, modification, revocation or default of any Governmental Approval or any notice of violation, cancellation, suspension, modification, revocation, default or dispute affecting any Governmental Approval, and, to the Sellers' Knowledge, no basis exists for any such action, including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement (subject to receipt of the approvals and consents listed on Schedule 5.8).
Sample 1
Governmental Approvals and Compliance with Laws. (a) All Consents of all Governmental Authorities which are necessary in order to permit any member of the Company Group to carry on the Business (collectively, the “Governmental Approvals”) have been obtained and are in full force and effect, except where the failure to obtain such Governmental Approvals and keep them in full force and effect would not individually or in the aggregate reasonably be expected to have a Material Adverse Effect. Each of the Governmental Approvals is listed in Section 4.12(a) of the Seller Disclosure Letter. There has been no material violation, cancellation, suspension, modification, revocation or default of any Governmental Approval or any notice of violation, cancellation, suspension, modification, revocation, default or dispute affecting any Governmental Approval, and, to the Knowledge of the Seller and the Company, no basis exists for any such action, including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement.
Sample 1
AutoNDA by SimpleDocs
Governmental Approvals and Compliance with Laws. (a) Except as set forth in Section 3.9(a) of the Seller Disclosure Letter, all authorizations, permits or licenses of all Governmental Authorities which are necessary in order to permit Seller to carry on the Business, including, for the avoidance of doubt, Governmental Consents (collectively, the “Governmental Approvals”) have been obtained and are in full force and effect, and since January 1, 2010 have been in full force and effect, except where the failure to obtain such Governmental Approvals and keep them in full force and effect would not individually or in the aggregate reasonably be expected to have a Material Adverse Effect. There has been no material violation, cancellation, suspension, modification, revocation or default of any Governmental Approval or any notice of violation, cancellation, suspension, modification, revocation, default or dispute affecting any Governmental Approval, and, to the Knowledge of Seller, no basis exists for any such action, including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement, the CHH Agreements and the Trademark Assignment Agreement.
Sample 1
Governmental Approvals and Compliance with Laws. (a) To the Knowledge of the Companies, except as listed on Schedule 5.8(a), all Consents of all Governmental Authorities which are necessary in order to permit either of the Companies to carry on the Business, including all Environmental Permits (collectively, the “Governmental Approvals”) have been obtained and, to the extent material to the Business, are in full force and effect. Each of the Governmental Approvals is listed in Schedule 5.8(a). There has been no material violation, cancellation, suspension, modification, revocation or default of any Governmental Approval or any notice of violation, cancellation, suspension, modification, revocation, default or dispute affecting any Governmental Approval, and, to the Knowledge of the Companies, no basis exists for any such action, including, without limitation, as a result of the consummation of the transactions contemplated by this Agreement.
Sample 1

Related to Governmental Approvals and Compliance with Laws

  • Compliance With Laws and Approvals Observe and remain in compliance with all Applicable Laws and maintain in full force and effect all Governmental Approvals, in each case applicable to the conduct of its business except where the failure to do so could not reasonably be expected to have a Material Adverse Effect.

  • Compliance with Law; Governmental Approvals Each of the Borrower, the other Loan Parties and the other Subsidiaries is in compliance with each Governmental Approval and all other Applicable Laws relating to it except for noncompliances which, and Governmental Approvals the failure to possess which, could not, individually or in the aggregate, reasonably be expected to cause a Default or Event of Default or have a Material Adverse Effect.

  • Governmental Approvals and Filings Except for any notices required or permitted to be filed after the Closing Date with certain federal and state securities commissions, the Company shall have obtained all governmental approvals required in connection with the lawful sale and issuance of the Notes.

  • Compliance with Laws; Governmental Authorizations 1.23.1 The Company is, and has at all times been, in compliance materially with all applicable Laws, except where non-compliance could not reasonably be expected to result in Material Adverse Effect. The Company has not received any notice or other communication from any Governmental Body or any other Person regarding (i) any actual, alleged, possible or potential material violation of, or failure to materially comply with, any Law; or (ii) any actual, alleged, possible or potential obligation on the part of the Company to undertake, or to bear all or any portion of the cost of, any cleanup or any remedial, corrective or response action of any nature under any applicable Law. The Company has provided to the Buyer a true, correct and complete copy of each report, study, survey or other document to which the Company has access that addresses or otherwise relates to the compliance of the Company with, or the applicability to the Company of, any Laws. To the knowledge of the Vendor, no Governmental Body has proposed or is considering any Law that, if adopted or otherwise put into effect, (A) may have an adverse effect on the business, condition, assets, liabilities, operations, financial performance, net income or prospects of the Company or on the ability of the Company to comply with or perform any covenant or obligation under any of ancillary documents contemplated by this Agreement; or (B) may have the effect of preventing, delaying, making illegal or otherwise interfering with the transactions contemplated by this Agreement.

  • Governmental Approvals No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority is required in connection with the due execution, delivery and performance by any Loan Party of any Loan Document to which it is or will be a party.

  • Governmental Approvals and Consents (a) Each party hereto shall, as promptly as possible, (i) make, or cause or be made, all filings and submissions required under any Law applicable to such party or any of its Affiliates; and (ii) use reasonable best efforts to obtain, or cause to be obtained, all consents, authorizations, orders and approvals from all Governmental Authorities that may be or become necessary for its execution and delivery of this Agreement and the performance of its obligations pursuant to this Agreement and the Ancillary Documents. Each party shall cooperate fully with the other party and its Affiliates in promptly seeking to obtain all such consents, authorizations, orders and approvals. The parties hereto shall not willfully take any action that will have the effect of delaying, impairing or impeding the receipt of any required consents, authorizations, orders and approvals.

  • Governmental Approvals, etc No authorization or approval or other action by, and no notice to or filing with, any governmental authority is required for the grant by the Company of the security interest granted hereby or the due execution, delivery or performance by the Company of this Agreement other than (i) filings and recordings in respect of the Liens created hereunder, (ii) those that have been, or on the date of this Agreement will be, duly obtained or made and will be in full force and effect, (iii) those required under applicable securities laws in connection with a disposition of Collateral and (iv) those necessary in connection with any transaction contemplated by Section 4(k) hereof.

  • Governmental Approvals; No Conflicts The execution, delivery and performance by the Borrower of this Agreement, and by each Loan Party of the other Loan Documents to which it is a party (a) do not require any consent or approval of, registration or filing with, or any action by, any Governmental Authority, except those as have been obtained or made and are in full force and effect, (b) will not violate any Requirements of Law applicable to the Borrower or any of its Subsidiaries or any judgment, order or ruling of any Governmental Authority, (c) will not violate or result in a default under any indenture, material agreement or other material instrument binding on the Borrower or any of its Subsidiaries or any of its assets or give rise to a right thereunder to require any payment to be made by the Borrower or any of its Subsidiaries and (d) will not result in the creation or imposition of any Lien on any asset of the Borrower or any of its Subsidiaries, except Liens (if any) created under the Loan Documents.

  • Compliance with Law; Governmental Authorizations To the best of Seller’s knowledge, Seller is in compliance with all federal, state and local laws, authorizations, licenses and permits of any governmental authority and all governmental orders affecting the properties and assets of Seller, including federal, state and local: (i) Occupational Safety and Health Laws; (ii) private investigatory and other similar laws; (iii) the Fair Credit Reporting Act and similar state and local laws; and (iv) laws regarding or relating to trespass or violation of privacy rights. Seller has not been charged with violating, nor to the knowledge of Seller, threatened with a charge of violating, nor, to the knowledge of Seller, is Seller under investigation with respect to a possible violation of any provision of any federal, state or local law relating to any of, properties or assets.

  • Compliance with Legal Requirements; Governmental Authorizations (a) Except as set forth in Schedule 3.14:

Time is Money Join Law Insider Premium to draft better contracts faster.