Permits and Qualifications. 24 5.21 Insurance................................................................ 24 5.22
Permits and Qualifications. All Permits that are required for the ownership or operation of the Assets or the Facilities or the conduct of the Business (including, but not limited to, the manufacture, use, marketing, promotion, sale or distribution of the Products) have been obtained by Seller, are in full force and effect and are listed in Schedule 2.1.6, with their expiration dates, if any. Seller is and has at all times been in full compliance with all such Permits, and Seller has not received any notice of any alleged violation (whether past or present and whether remedied or not) of, nor any threat of the suspension, revocation, modification, invalidity or limitation of, any such Permit, nor is Seller aware of any basis for any material claim of any such violation or any such threat. To the extent transferable, all such Permits will be effectively assigned to Buyer without additional liability to Buyer upon the Closing.
Permits and Qualifications. All Permits that are currently required for the ownership or operation of the Assets or the Facilities or the conduct of the Business (including, but not limited to, the manufacture, marketing, promotion, sale or distribution of the Products) have been obtained by Seller, are in full force and effect and are listed in SCHEDULE 2.1.7 of the Disclosure Schedule, with their expiration dates, if any. Except for matters covered in Section 5.10, Seller is and has been in compliance in all material respects with all such Permits, and Seller has not received any notice of any alleged violation (whether past or present and whether remedied or not) of, nor any threat of the suspension, revocation, modification, invalidity or limitation of, any such Permit, nor is Seller aware of any basis for any claim of any such violation or any such threat.
Permits and Qualifications. All Permits issued by the Designated Regulators, and, to Seller's knowledge, by any other Governmental Body, that are required for the ownership or operation of the Assets or the Facilities or the operation of the Business have been obtained by Seller, are in full force and effect. All material Permits issued by the Designated Regulators are listed in Schedule 2.1.5 to the Disclosure Memorandum, with their expiration dates, if any. Seller is and has been in compliance with all such Permits, except as would not have a Material Adverse Effect, and Seller has not received any notice of any alleged violation (whether past or present and whether remedied or not) of, nor any threat of the suspension, revocation, modification, invalidity or limitation of, any such Permit, nor is Seller aware of any basis for any claim of any such violation or any such threat. All such Permits that are transferable will be effectively assigned to Buyer without additional liability to Buyer upon the Closing, or upon compliance after the Closing with applicable recording, registration or filing procedures set forth in Schedule 5.4 to the Disclosure Memorandum.
Permits and Qualifications. All permits that are required for the ownership or operation of Parties assets or the conduct of its business have been obtained by the parties, are in full force and effect. The Parties are and.have been in compliance with all such Permits, and the Parties have not received any notice of any alleged violation (whether past or present and whether remedied or not) of, nor any threat of the suspension, revocation, modification, invalidity or limitation of, any such Permit, nor are the Parties aware of any basis for any claim of any such violation or any such threat.
Permits and Qualifications. Except as set forth in Schedule 5.19 to the Disclosure Memorandum, to Seller's Knowledge, there are no material Permits that are required for the ownership or operation of the Assets or the conduct of the Business as currently conducted by Seller. Seller is and has been in compliance in all material respects with all such Permits, and Seller has not received any written notice of any alleged material violation (whether past or present and whether remedied or not) of, nor any threat of the suspension, revocation, modification, invalidity or limitation of, any such Permit, nor to Seller's Knowledge is there any basis for any claim of any such violation or any such threat. ASSET PURCHASE AGREEMENT 31
Permits and Qualifications. The Permits of Seller and other Permits in the name of GCB related to the operation of the Business in Schedule 2.1(e) are listed with their expiration dates and are in full force and effect. Seller is and has been in compliance in all material respects with all such Permits, and Seller has not received any notice of any alleged violation (whether past or present and whether remedied or not) of, nor any threat of the suspension, revocation, modification, invalidity or limitation of, any such permit, except as set forth on Schedule 2.1(e), nor is Seller aware of any basis for any claim of any such violation or any such threat. Seller shall cause GCB to transfer to Buyer at Closing any and all rights Seller may have in any of the Permits.
Permits and Qualifications. (a) All Permits are listed in Schedule 7.1.15. Except as disclosed in the Schedule and except for those Permits which are the responsibility of RES Canada pursuant to the EPC Agreement, the Permits are the only authorizations, registrations, permits, certificates of approval, approvals, grants, licences, quotas, consents, commitments, rights or privileges (other than those relating to Intellectual Property) necessary for the conduct of the Business as it is presently conducted. To the knowledge of the Vendor, the Corporation has or the Vendor on behalf of the Corporation has made all required registrations with any Governmental Authority that is required to enable the Business to be carried on as it is currently conducted and to enable the Corporation to own, lease and operate its assets. All Permits which have been obtained prior to the date hereof, are valid, subsisting, in full force and effect and unamended, and the Corporation is not in default or breach of any Permit; and to the knowledge of the Vendor, no proceeding is pending or threatened to revoke or limit any Permit, and the completion of the transactions contemplated by this Agreement will not result in the revocation of any Permit or the breach of any term, provision, condition or limitation affecting the ongoing validity of any Permit. The Corporation and/or the Vendor, as applicable, have complied with and are in compliance with all such Permits.
Permits and Qualifications. 18 4.11 Title to Timberlands. . . . . . . . . . . . . . . . . . . . . 19 4.12 Brokerage . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Permits and Qualifications. Except as would not have a Material Adverse Effect, all licenses, permits, approvals and similar qualifications of Governmental Bodies that are required under applicable laws for the ownership and operation of the Timberland Assets have been obtained by Seller, are in full force and effect and are listed in Schedule 1.1(d), with their expiration dates, if any. Except as set forth on Schedule 4.10, Seller is and has been in compliance with all such licenses, permits, approvals and qualifications, except as would not have a Material Adverse Effect, and Seller has not received any notice of any alleged violation (whether past or present and whether remedied or not) of, nor any threat of the suspension, revocation, modification, invalidity or limitation of, any such license, permit, approval or qualification that would have a Material Adverse Effect, except as set forth in Schedule 4.10.
