Governmental Authorizations; Permits. Each of the Borrower and its Subsidiaries possesses adequate certificates, authorities or permits issued by appropriate governmental agencies or bodies necessary to conduct the business now operated by it and has not received any notice of proceedings relating to the revocation or modification of any such certificate, authority or permit that, if determined adversely to such CalGen Company, would individually or in the aggregate have a Material Adverse Effect.
Governmental Authorizations; Permits. The Company and the Company Subsidiaries have obtained each Permit of a Governmental Authority (including the Liquor Licenses) which is required for the regular operations by the Company and the Company Subsidiaries of their businesses, (including the Real Property and the Leased Properties), and all of such Permits are in full force and effect, except for failure to obtain such approvals or authorizations or failure of such approvals and authorization to be in full force and effect that would not materially affect the regular operations of the Company or the Company Subsidiaries. With respect to each Permit (including each of the Liquor Licenses), neither the Company nor any Company Subsidiary has received written notice that such Permit will not be renewed and the transaction contemplated by this Agreement will not adversely affect the validity of such Permit or cause a cancellation of or otherwise adversely affect such Permit, subject to compliance by Parent and the Company with applicable Law (including post-Closing notice requirements) after the Closing.
Governmental Authorizations; Permits. Except as set forth in Part 3.20 of the Disclosure Letter, each Company Entity has, and is in compliance in all material respects with the terms of, all material Governmental Authorizations affecting or relating to the assets required to conduct its business as presently conducted. All such Governmental Authorizations are valid and in full force and effect and, to the Knowledge of the Company, no condition exists that with notice or lapse of time or both would constitute a material default under such Governmental Authorizations. No suspension, cancellation or modification of any such Governmental Authorizations, in whole or in part, is pending or, to the Knowledge of the Company, threatened.
Governmental Authorizations; Permits. Section 5.10 of the Seller Disclosure Schedule identifies each Governmental Authorization and Permit held by Seller that is primarily related to the Business or the Assets, and Seller has delivered to Buyer accurate and complete copies of all such Governmental Authorizations and Permits. The Governmental Authorizations and Permits identified in Section 5.10 of the Seller Disclosure Schedule are valid and in full force and effect and shall remain valid and in full force and effect on identical terms immediately following the Closing and collectively constitute all Governmental Authorizations and Permits necessary for the use of the Assets as they are currently being used and for the Business as currently being conducted. Seller and its Affiliates are, and have at all times been, in compliance in all material respects with the terms and requirements of the Governmental Authorizations and Permits identified in Section 5.10 of the Seller Disclosure Schedule. Seller and its Affiliates have not received any written notice or other written communication from any Governmental Authority regarding (a) any actual or possible violation of or failure to comply with any term or requirement of any Governmental Authorization or Permit related to the Assets or the Business or (b) any actual or possible revocation, withdrawal, suspension or modification of any Governmental Authorization or Permit related to the Assets or the Business.
Governmental Authorizations; Permits. The Business has been operated in compliance with all Applicable Laws, except for violations which, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Schedule 2.8 sets forth a true and complete list of all Assigned Permits.
Governmental Authorizations; Permits. To the knowledge of the Company, except as set forth in Schedule 4.09, the Company and the Company Subsidiaries are, and have in the past three (3) years, been, in compliance in all material respects with all applicable Laws of any Governmental Body applicable to their respective businesses or operations as presently conducted. Except as set forth in Schedule 4.09, in the past three (3) years, neither the Company nor any of its Subsidiaries has received any written notification or communication from any Governmental Body (a) asserting that the Company or any of its Subsidiaries is not in compliance in any material respect with any applicable Laws or (b) entered into or been subject to any Order material to the Company. To the knowledge of the Company, (x) the Company has all material permits, licenses, approvals, certificates and other authorizations, and has made all material notifications, registrations, certifications and filings with all Governmental Bodies, necessary for the operation of its business as currently conducted (collectively, the "Permits") and (y) neither the Company nor any Company Subsidiary is in material default or violation (and no event has occurred that, with notice or the lapse of time or both, would constitute a material default or violation) of any term, condition or provision of any Permit.
