Licenses and Compliance with Law Clause Samples

Licenses and Compliance with Law. ESCO currently has or shall timely obtain, and shall maintain, all such licenses, permits, qualifications and approvals as it is legally required to hold for performance of the Work. ESCO shall comply with all applicable laws and regulations bearing ▇▇▇▇’▇ performance of the Work.

Licenses and Compliance with Law. (a) To the Knowledge of the Stockholder, the Companies hold and are in compliance, or will be in compliance as of the Closing, with all permits, certificates, licenses, approvals, registrations and authorizations required by them in connection with the conduct of their respective businesses and the ownership and operation of their respective assets under all federal, state, local and foreign laws, rules and regulations (the "Permits"). Except as set forth on Schedule 3.12(a) hereto, all of the Permits are, and as of the Closing of the transactions contemplated hereby will be, in full force and effect in all respects in accordance with their respective terms. (b) Except as set forth on Schedule 3.12(b) hereto, the Companies are, or as of the Closing will be, in compliance with all applicable laws (including rules, regulations, codes, plans, injunctions, judgments, orders, decrees, rulings, and changes thereunder) of federal, state, local and foreign governments (and all agencies thereof), asserting or claiming jurisdiction over them or over any part of their operations, except to the extent such non-compliance would not have a Material Adverse Effect upon any of the Companies individually or the Companies as a whole, and no Proceedings or notices have been filed or commenced against the Companies alleging any failure to comply.

Licenses and Compliance with Law. The Company holds and is in material compliance with all Permits required by it in connection with the conduct of the Business. All of the Permits are in full force and effect and will continue to be in full force and effect in all material respects pursuant to their respective terms after the Closing of the transactions contemplated hereby. All of the Permits and the expiration dates thereof, if any, are set forth on Schedule 4.13 hereto. The Company has complied and is currently in material compliance with all applicable Laws (including rules, regulations, codes, plans, injunctions, judgements, orders, decrees, rulings, and changes thereunder) of federal, state, local and foreign governments (and all agencies thereof), asserting or claiming jurisdiction over it or over any part of its operations, and no Proceedings or notices have been filed or, to the knowledge of the Company, threatened against the Company alleging any failure to comply.

Licenses and Compliance with Law. GPI has had and continues to have all federal, state and local licenses and permits required to transact its business and, is in compliance with all applicable federal, state and local laws, regulations, and guidelines applicable to GPI's business. GPI has accurately and timely filed all reports, claims and other filings required to be filed in connection with all federal, state and local laws and regulations governing the business of GPI. No validation review or program integrity review related to GPI has been conducted by any federal, state or local governmental agency and, no such review is scheduled, pending or threatened against or affecting GPI or the consummation of the transactions contemplated hereby.

Licenses and Compliance with Law. Schedule 4.6(10) lists all Licences held by the Corporation and the Subsidiaries and such Licences are the only Licences, permits, authorizations or approvals of a Governmental Authority required for the operation of the Business. Such Licences are held free and clear of any and all Encumbrances. The Business is being conducted in accordance with all terms and conditions of the Licences and in compliance with Applicable Law. All the Licences are valid and are in full force and effect, neither the Corporation nor any Subsidiary is in violation of any term or provision or requirement of any Licence, and no Person has threatened to revoke, amend or impose any condition in respect of, or commenced proceedings to revoke, amend or impose conditions in respect of, any Licence. Neither the execution, delivery and performance of this Agreement by any Vendor, nor the consummation of the transactions contemplated hereby will, directly or indirectly (with or without notice, lapse of time or both) conflict with, result in a breach or violation of, give rise to any right or revocation, withdrawal, suspension, cancellation, termination, modification, or imposition of additional rights or the imposition of any additional rights or obligations under any of the Licences.

Licenses and Compliance with Law. Binding Effect. Client represents and warrants that it holds, and will throughout the term of this Agreement continue to hold, all licenses required by applicable law to conduct its current healthcare business. Client further represents and warrants that it has the corporate authority and is duly authorized to enter into this Agreement and to bind its employees and agents pursuant to the terms of this Agreement. Client shall provide written notice to ACS within ten (10) business days of (i) any formal proceeding, challenge or change concerning Client’s licensure; or (ii) receipt of any notice from any governmental authority of noncompliance with any applicable federal, state or local law and regulations that would affect the terms or services provided pursuant to this Agreement.

Licenses and Compliance with Law. To the best knowledge of the Selling Shareholders with no independent due diligence having occurred, ADI has had and continues to have all federal, state and local licenses and permits required to transact its business and, is in compliance with all applicable federal, state and local laws, regulations, and guidelines applicable to ADI's business. To the best knowledge of the Selling Shareholders with no independent due diligence having occurred, ADI has accurately and timely filed all reports, claims and other filings required to be filed in connection with all federal, state and local laws and regulations governing the business of ADI. No validation review or program integrity review related to ADI has been conducted by any federal, state or local governmental agency and, no such review is scheduled, pending or to the best knowledge of the Selling Shareholders with no independent due diligence having occurred, threatened against or affecting ADI or the consummation of the transactions contemplated hereby. 4.21

Licenses and Compliance with Law. 6.1 General Producer shall promptly notify Highmark of any termination, suspension, or expiration of its license or of any individual employee’s license or of any Retail Producer’s License. The General Producer shall promptly notify Highmark in the event the General Producer is charged by any state or federal regulator with any wrongdoing for which the penalty of suspension or revocation of its producer’s license is possible. General Producer shall require all its Retail Producers to disclose such information to the General Producer.

Licenses and Compliance with Law. (a) The Company holds and is in compliance with all permits, certificates, licenses, approvals, registrations and authorizations required by it in connection with the conduct of the business of the Company under all federal, state and local laws, rules and regulations (the "Permits"), except where failure to be in compliance has not had and is not reasonably expected to (i) have a Material Adverse Effect on the Company, (ii) prevent the continued operation of the business of the Company following the Closing in the manner heretofore conducted without the incurrence of any material additional expense by the Company, or (iii) subject the Company or the Purchaser to (A) any material penalty or (B) any enforcement action as a result thereof. Except as set forth on Schedule 3.12(a) hereto, all of the Permits are in full force and effect and will continue to be in full force and effect in all respects pursuant to their respective terms after the Closing of the transactions contemplated hereby. All of the Permits and the expiration dates thereof, if any, are set forth on Schedule 3.12(a) hereto. (b) The Company has complied and is currently in compliance with all applicable laws (including rules, regulations, codes, plans, injunctions, judgements, orders, decrees, rulings, and changes thereunder) of federal, state, local and foreign governments (and all agencies thereof), asserting or claiming jurisdiction over it or over any part of its operations, and no Proceedings or notices have been filed or, to the knowledge of the Company and each of the Sellers, commenced against the Company alleging any failure to comply, except where the failure to be in compliance has not had and is not reasonably expected to have a Material Adverse Effect on the Company.