Governmental Licenses; Notices Sample Clauses

Governmental Licenses; Notices. Except as set forth in Part 3.10(a) of the Sellers’ Disclosure Schedule, to the Knowledge of Sellers, each Xxxxxxxx Company has all Consents from Governmental Authorities (for purposes of this Section 3.10, “Governmental Authorizations”) necessary to lawfully conduct and operate its business as conducted on the Closing Date and to permit such Xxxxxxxx Company to own and use its assets in the manner in which it currently owns and uses such assets. Part 3.10(a) of the Sellers’ Disclosure Schedule contains a complete and accurate list of each Governmental Authorization that is held by either Xxxxxxxx Company, and each such Governmental Authorization is in full force and effect. Except as set forth in Part 3.10(a) of the Sellers’ Disclosure Schedule, both of the Xxxxxxxx Companies are in compliance in all material respects with all such Governmental Authorizations, and neither of the Xxxxxxxx Companies has received notice of any asserted present, or past and unremedied, failure to obtain any Governmental Authorization.
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Governmental Licenses; Notices. Except as set forth in Schedule 4.6(a) attached hereto, each of Campus Textbooks and Campus Outfitters have all Consents of, with or to any Governmental Authority necessary to conduct their businesses as conducted on the date hereof, and such Consents are in full force and effect, except where the failure of Campus Textbooks or Campus Outfitters to have obtained such Consents or the failure of such Consents to be in full force and effect would not be reasonably expected to have a Material Adverse Effect. Each of Campus Textbooks and Campus Outfitters is in compliance in all material respects will all such Consents of, with or to any Governmental Authority.
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Governmental Licenses; Notices. Except as set forth in Section 4.7(a) of the Disclosure Schedule, Seller, with respect to the Acquired Business, has all Consents of, with or to any Governmental Authority necessary to conduct of the Acquired Business as conducted on the date hereof, excluding such material Consents required under Environmental Laws which are covered by Section 4.12, and such Consents are in full force and effect and listed in Section 4.7(a) of the Disclosure Schedule. Except as set forth in Section 4.7(a) of the Disclosure Schedule, Seller, with respect to the Acquired Business and the Purchased Assets, is in compliance in all material respects with all such Consents of, with or to any Governmental Authority.
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Governmental Licenses; Notices. Campus Outfitters and each of its Subsidiaries has all Consents of any Governmental Authority necessary to conduct its business as conducted on the date hereof, and such Consents are in full force and effect, except where the failure of Campus Outfitters to have obtained such Consents or the failure of such Consents to be in full force and effect would not be reasonably expected to have a Material Adverse Effect. Campus Outfitters and each of its Subsidiaries is in compliance in all material respects with all such Consents of any Governmental Authority and has received no written notice regarding any violation, termination or suspension of any such Consents.
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Related to Governmental Licenses; Notices

  • Governmental Licenses Obtain and maintain all licenses, permits, certifications and approvals of all applicable Governmental Authorities as are required for the conduct of its business as currently conducted and as contemplated by the Loan Documents, except where the failure to do so could not reasonably be expected to have a Material Adverse Effect.

  • Governmental Licenses and Permits (a) Excluding Environmental Permits (which are covered solely in Section 3.11), and except as has not had and would not reasonably be expected to result in material liability to the Business, the Sellers hold all governmental qualifications, registrations, filings, privileges, franchises, licenses, permits, approvals or authorizations that are required for the operation of the Transferred Assets or the Business as conducted by the Sellers (collectively, “Material Permits”).

  • Material Licenses All Material Licenses have been obtained or exist for each Covered Person.

  • Governmental Permits and Approvals (a) All approvals, authorizations, consents, permits and licenses from governmental and regulatory bodies required for the transactions contemplated by this Agreement and to permit the business currently carried on by Earth to continue to be carried on substantially in the same manner immediately following the Closing Date shall have been obtained and shall be in full force and effect, and the Owners shall have been furnished with appropriate evidence, reasonably satisfactory to them, of the granting of such approvals, authorizations, consents, permits and licenses; and

  • Governmental Permits The Company does, or will prior to the date the Project is Placed in Service, own, hold or possess all licenses, franchises, permits, privileges, immunities, approvals and other authorizations from a governmental body which are necessary to entitle it to own or lease, operate and use its assets located at the Project and to carry on and conduct its business at the Project, including, but not limited to, all required permits or licenses from any state or local governmental agencies and any required certifications from local or national boards or agencies indicating that the business of the Project is being conducted lawfully (herein collectively called “Governmental Permits”). The Company has performed its obligations under each Governmental Permit, or will when Governmental Permits are issued, and no event has occurred or condition or state of facts exists which (i) constitutes, or after notice or lapse of time or both, would constitute a breach or default under any such Governmental Permit, or (ii) permits, or after notice or lapse of time or both, would permit revocation or termination of any such Governmental Permit, or which might adversely affect in any material respect the rights of the Company under any such Governmental Permit. No notice of cancellation, of default or of any dispute concerning any Governmental Permit, or of any event, condition or state of facts described in the preceding sentence, has been received by, or is known to, the Company.

  • Consents, Licenses, Approvals, etc Lender shall have received copies of all consents, licenses and approvals, if any, required in connection with the execution, delivery and performance by Borrower, and the validity and enforceability, of the Loan Documents, and such consents, licenses and approvals shall be in full force and effect.

  • Consents, Licenses and Approvals The Administrative Agent shall have received, with a counterpart for each Lender, a certificate of a Responsible Officer of the Borrower (i) attaching copies of all consents, authorizations and filings referred to in Section 5.4, and (ii) stating that such consents, licenses and filings are in full force and effect, and each such consent, authorization and filing shall be in form and substance satisfactory to the Administrative Agent.

  • Governmental Approvals; Consents Except as described in Schedule -------------------------------- -------- 4.3(c), the execution, delivery and performance of this Agreement, the Xenon 2 ------ Merger Agreement, the Voting Agreement, the Option Agreement and the Implementing Agreements by Xoom, Xenon 2 and each of their respective Subsidiaries and the consummation by such party of the transactions contemplated hereby and thereby will not (i) conflict with or result in a breach of any provision of the certificate of incorporation or bylaws or other governing documents of Xoom, Xenon 2 or their respective Subsidiaries; (ii) require any consent, approval, authorization or permit of, or filing with or notification to, any Governmental Authority; (iii) require the consent or approval of any Person (other than a Governmental Authority) or violate or conflict with, or result in a breach of any provision of, constitute a default (or an event which with notice or lapse of time or both would become a default) or give to any third party any right of termination, cancellation, amendment or acceleration under, or result in the creation of a Lien on any of the assets of Xoom, Xenon 2 or any of their respective Subsidiaries under, any of the terms, conditions or provisions of any contract or license to which Xoom, Xenon 2 or any of their respective Subsidiaries is a party or by which it or its assets or property are bound; or (iv) violate or conflict with any order, writ, injunction, decree, statute, rule or regulation applicable to Xoom, Xenon 2 or any of their respective Subsidiaries; other than any consents, approvals, authorizations and permits the failure of which to obtain and any violations, conflicts, breaches defaults and other matters set forth pursuant to clauses (ii), (iii) and (iv) above which, individual ly or in the aggregate, would not reasonably be expected to have a Material Adverse Effect.

  • Governmental Authorizations and Consents Each Credit Party shall have obtained all Governmental Authorizations and all consents of other Persons, in each case that are necessary or advisable in connection with the transactions contemplated by the Credit Documents and each of the foregoing shall be in full force and effect and in form and substance reasonably satisfactory to Administrative Agent. All applicable waiting periods shall have expired without any action being taken or threatened by any competent authority which would restrain, prevent or otherwise impose adverse conditions on the transactions contemplated by the Credit Documents or the financing thereof and no action, request for stay, petition for review or rehearing, reconsideration, or appeal with respect to any of the foregoing shall be pending, and the time for any applicable agency to take action to set aside its consent on its own motion shall have expired.

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