Necessary Licenses and Permits. Seller, the Company and each Subsidiary has all material licenses, franchises, permits, privileges, immunities, approvals and other authorizations from a Governmental Body (collectively, "Governmental Permits") that are necessary to entitle them to own or lease, operate and use their assets and to carry on and conduct their respective businesses substantially as conducted immediately prior to the date of this Agreement. A list of all Governmental Permits is set forth on Schedule 4.17. None of the Governmental Permits limits in any material respect the operation of Seller's, the Company's or any Subsidiary's business as presently conducted. The Governmental Permits have been validly issued or assigned to Seller, the Company or a Subsidiary and are, and at all times during the past three (3) years have been, in good standing and in full force and effect. The execution and delivery of this Agreement and each Seller Ancillary Agreement by Parent, Seller and the Company, and the consummation of the transactions contemplated hereby and thereby, shall not conflict with, result in a violation of, constitute a default under or result in the termination or revocation of any material Governmental Permit.
Necessary Licenses and Permits. Etna has all necessary and required licenses, permits, consents, concessions and other authorizations of governmental, regulatory or administrative agencies or authorities, whether foreign, federal, provincial, or local, required to own and lease its properties and assets and to conduct its business as now conducted, except where the failure to hold the foregoing would not have a Material Adverse Effect on Etna. Etna is not in default, nor has it received any notice of any claim or default with respect to any such license, permit, consent, concession or authorization. No registrations, filings, applications, notices, transfers, consents, approvals, audits, qualifications, waivers or other action of any kind is required by virtue of the execution and delivery of this Agreement, or of the consummation of the transactions contemplated hereby: (a) to avoid the loss of any license, permit, consent, concession or other authorization or any asset, property or right pursuant to the terms thereof, or the violation or breach of any Law applicable thereto, or (b) to enable Etna to hold and enjoy the same immediately after the Closing Date in the conduct of its business as conducted prior to the Closing Date.
Necessary Licenses and Permits. Gareste has all necessary, required or applicable licenses, permits, consents, concessions and other authorizations of governmental, regulatory or administrative agencies or authorities, whether foreign, federal, provincial, state or local, required to own the Gareste Properties. Gareste is not in default, nor has it received any notice of any claim of default, with respect to any such license, permit, consent, concession or authorization. Except for the proposed transfer to SALICO, and the subsequent transfer of the SALICO Shares to Etna on the Closing Date (except the SALICO Reservation), no registrations, filings, applications, notices, transfers, consents, approvals, audits, qualifications, waivers or other action of any kind are required by virtue of the execution and delivery of this Agreement, or of the consummation of the transactions contemplated hereby: (a) to avoid the loss of any license, permit, consent, concession or other authorization or any asset, property or right pursuant to the terms thereof, or the violation or breach of any Law applicable thereto, or (b) to enable SALICO to hold and enjoy the same immediately after the Closing Date in the conduct of its business.
Necessary Licenses and Permits. Except as set forth on Schedule 4.19, EXTECH and each of its Subsidiaries, if applicable, has all licenses, permits, consents, concessions and other authorizations of governmental, regulatory or administrative agencies or authorities, whether foreign, federal, provincial, state, or local (collectively OPermitsO), required to own and lease its properties and assets and to conduct its business as now or proposed to be conducted by them except where the failure to have such Permits would not have a Material Adverse Effect. Schedule 4.19 hereto sets forth a list of each material license, permit, consent, concession, or other authorization so required or used by EXTECH or any of its subsidiaries in the conduct of its business, as now or proposed to be conducted. Except as specified in Schedule 4.19 hereto, no registrations, filings, applications, notices, transfers, consents, approvals, audits, qualifications, waivers or other action of any kind is required by virtue of the execution and delivery of this Agreement, the DCAP Agreement or any other Related Agreement, or of the consummation of the transactions contemplated hereby, including without limitation the issuance of the Shares, (a) to avoid the loss of any Permit listed in Schedule 4.19 or any asset, property or right pursuant to the terms thereof, or the violation or breach of any law applicable thereto or (b) to enable EXTECH or any of its subsidiaries to hold and enjoy the same after the Closing Date in the conduct of its business as now or proposed to be conducted by them.
Necessary Licenses and Permits. The Agent and, to the Agent’s Knowledge, its employees, agents and representatives who shall perform any of the services required hereunder to be performed by the Agent, shall be authorized and shall have all licenses, approvals and permits necessary to perform such services, and the Agent or any selling group member shall be a registered selling agent in the jurisdictions in which the Company is relying on such registration for the offer and sale of the Shares.
Necessary Licenses and Permits. To the best knowledge of the ----------- ------------------------------ Company, the Company has all licenses, permits, consents, concessions and other authorizations of governmental, regulatory or administrative agencies or authorities, whether foreign, federal, state, or local, required to own and lease its properties and assets and to conduct its business as now conducted except where the failure to have such permits would not have a material adverse effect on the results of operations or the financial position of the Company.
Necessary Licenses and Permits. Each Selling Group Member possesses all licenses, permits, consents, concessions and other authorizations of governmental, regulatory or administrative agencies or authorities, whether foreign, federal, state, or local, required to own and lease the Purchased Assets, to sell and/or service any inventory of Selling Group or to otherwise conduct the Business as presently conducted and as proposed to be conducted by Selling Group. Schedule 4.18 hereto sets forth a list of each such license, permit, consent, concession or other authorization so required. Except as specified in Schedule 4.18, no registrations, filings, applications, notices, transfers, consents, approvals, audits, qualifications, waivers or other action of any kind are required by virtue of the execution and delivery of this Agreement, the Related Agreements, or of the consummation of the transactions c ontemplated hereby or thereby: (a) to avoid the loss or termination of any such license, permit, consent, concession or other authorization described on Schedule 4.18 or any asset, property or right used or useful pursuant to the terms thereof, or to avoid the violation or breach of any Law applicable thereto or (b) to enable Buying Group to acquire, hold and enjoy the same after the Closing Date. All such licenses, permits, consents, concessions and other authorizations are renewable by Buying Group pursuant to their terms or in the ordinary course of business.
Necessary Licenses and Permits. Each Selling Group Member possesses all material licenses, permits, consents, concessions and other authorizations of governmental, regulatory or administrative agencies or authorities, whether foreign, federal, state, or local, required to own and lease the Purchased Assets, to sell and/or service any inventory of Selling Group or to otherwise conduct the Business as presently conducted and as proposed to be conducted by Selling Group. Schedule 4.17 hereto sets forth a list of each such license, permit, consent, concession or other authorization so possessed.
Necessary Licenses and Permits. The Company and its Subsidiaries possess all franchises, licenses, permits, consents, concessions and other authorizations of governmental, regulatory or administrative agencies or authorities, whether foreign, federal, state, or local, required to own, operate and maintain their properties and assets and to conduct the Business, as presently conducted (each a "License" and collectively, the "Licenses"), except where the failure to possess such License would not have a Material Adverse Effect on the Company or any of its Subsidiaries. The Disclosure Schedule sets forth a list of each such License. Except as set forth in the Disclosure Schedule, no registrations, filings, applications, notices, transfers, consents, approvals, audits, qualifications, waivers or other action of any kind is required by virtue of the execution
Necessary Licenses and Permits. PGM International has all necessary, required or applicable licenses, permits, consents, concessions and other authorizations of governmental, regulatory or administrative agencies or authorities, whether foreign, federal, provincial, state or local, required to own the PGM Properties. With respect to the PGM Properties, PGM International is not in default, nor has it received any notice of any claim of default, with respect to any such license, permit, consent, concession or authorization. Except for the proposed transfer to SALICO, no registrations, filings, applications, notices, transfers, consents, approvals, audits, qualifications, waivers or other action of any kind are required by virtue of the execution and delivery of this Agreement, or of the consummation of the transactions contemplated hereby: (a) to avoid the loss of any license, permit, consent, concession or other authorization or any asset, property or right pursuant to the terms thereof, or the violation or breach of any Law applicable thereto, or (b) to enable SALICO to hold and enjoy the same immediately after the Closing Date in the conduct of its business.
