Governmental Approvals; Compliance with Law. Parties shall make all filings with governmental authorities as shall be required by Applicable Laws in connection with this Agreement and the activities contemplated hereunder or thereunder. In fulfilling its obligations under this Agreement each Party agrees to comply in all material respects with all Applicable Laws.
Governmental Approvals; Compliance with Law. The Parties shall make all filings with Government Authorities as shall be required by Applicable Laws in connection with this Agreement and the activities contemplated hereunder or thereunder. It is understood and agreed that neither TARCANTA nor TARCANTA LTD. shall be required to undertake, and TARCANTA and TARCANTA LTD. shall not undertake, to sell any CIMAB product unrelated to the Licensed Products. It is understood and agreed that neither TARCANTA nor TARCANTA LTD. shall be required to transfer, and neither TARCANTA nor TARCANTA LTD. (including their officers, directors, employees and agents) will transfer to CIMAB, any technology or know-how unrelated to the Licensed Products.
Governmental Approvals; Compliance with Law. Cygnus and Sankyo each shall make all filings with government authorities as shall be required by applicable laws in connection with this Agreement and the activities contemplated hereunder. In fulfilling its obligations under this Agreement, Cygnus and Sankyo each agrees to comply in all material respects with all applicable laws.
Governmental Approvals; Compliance with Law. Leslie's ------------------------------------------- California possesses from the appropriate agency, commission, board or governmental authority, whether federal, state or local, all licenses, permits, authorizations, approvals, franchises and rights ("Government Approvals") that -------------------- are necessary for Leslie's California to engage in the business currently conducted by it, except in those instances in which failure to possess Government Approvals, individually or in the aggregate, would not materially and adversely affect Leslie's California and its subsidiaries, taken as a whole; to the knowledge of Leslie's California, all Government Approvals possessed by Leslie's California have been validly issued, are in full force and effect and Leslie's California has no reason to believe such Government Approvals are subject to revocation, cancellation, suspension or termination. Leslie's California is in compliance with all applicable federal, state and local laws, statutes, ordinances, rules and regulations, except in those instances in which non-compliance, individually or in the aggregate, would not materially and adversely affect Leslie's California and its subsidiaries, taken as a whole.
Governmental Approvals; Compliance with Law. The Parties shall make all filings with Government Authorities as shall be required by Applicable Laws in connection with this Supply Agreement and the activities contemplated hereunder or thereunder. In fulfilling its obligations under this Supply Agreement each Supply Party agrees to comply in all material respects with all Applicable Laws.
Governmental Approvals; Compliance with Law. CEM and its subsidiaries possess from the appropriate agency, commission, board or governmental authority, whether federal, state or local, all licenses, permits, authorizations, approvals, franchises and rights ("Government Approvals") that are necessary for CEM and its subsidiaries to engage in the business currently conducted by each of them, except in those instances in which failure to possess Government Approvals, individually or in the aggregate, could not have a Material Adverse Effect. Each of CEM and its subsidiaries has been, is and as of the Effective Time will be in compliance with all applicable federal, state and local laws, statutes, ordinances, rules and regulations except where the failure to so comply, individually or in the aggregate, would be reasonably likely to not have a Material Adverse Effect.
Governmental Approvals; Compliance with Law. The Company possesses from the appropriate Governmental Entity, whether federal, state or local, all licenses, permits, authorizations, approvals, franchises and rights ("Governmental Approvals") that are necessary for the Company to engage in the business currently conducted by it, except in those instances in which failure to possess Governmental Approvals, individually or in the aggregate, would not have or would not reasonably be expected to have a Company Material Adverse Effect. Except as set forth in Section 5.12 of the Disclosure Schedule, the Company is in material compliance, with all applicable federal, state and local Laws.
Governmental Approvals; Compliance with Law. To the extent that the Separation, the IPO or the Distribution requires any Governmental Approvals, the parties will use their reasonable commercial efforts to obtain such Governmental Approvals. From and after the IPO Closing Date, Axcelis Technologies shall comply with all federal, state, local and international laws, rules, regulations, orders, judgments, decrees, ordinances, and injunctions, including without limitation applicable federal, state and foreign securities laws, rules, regulations, orders, judgments, decrees, ordinances and injunctions.
Governmental Approvals; Compliance with Law. Each of Res-Care and its subsidiaries has all licenses, certifications, permits and other authorizations from all governmental bodies (each, a "License") necessary to provide and receive reimbursement for the mentally retarded, developmentally disabled and youth related services provided by Res-Care and its subsidiaries, as more fully described in Res-Care's SEC Reports (collectively, the "Services"), including, without limitation, the operation of the facilities at which certain of these Services are rendered except where the failure to have such licenses, certifications, permits and other authorizations would not reasonably be expected to have a Material Adverse Effect. Except as set forth in Item 4.2(j) of the Res-Care Disclosure Letter, to the knowledge of Res-Care each such License is in full force and effect and to the knowledge of Res-Care, no default, or event which with notice or the passage of time would constitute a default, by Res-Care or any of its subsidiaries has occurred and is continuing thereunder, which default would individually or in the aggregate reasonably be expected to have a Material Adverse Effect. Except as set forth in Item 4.2(j) of the Res-Care Disclosure Letter, the business of each of Res-Care and its subsidiaries is being conducted in material compliance with the terms of the Licenses and all applicable laws, ordinances, rules and regulations relating to their respective properties or applicable to its or their respective businesses, except where the failure to so comply would not reasonably be expected to have a Material Adverse Effect. Res-Care has delivered or made available to Acquiror true and correct copies of the most recent annual and complaint surveys or related reports applicable to Res-Care and its subsidiaries and their respective operations. True and complete copies of any and all plans of correction submitted in response to said surveys and related reports have also been provided or made available to Acquiror.
Governmental Approvals; Compliance with Law. The Parties shall make all filings with Government Authorities as shall be required by Applicable Laws in connection with this Agreement and the activities contemplated hereunder or *** Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
