Compliance with Law; Governmental Authorizations Sample Clauses

Compliance with Law; Governmental Authorizations. To the best of Seller’s knowledge, Seller is in compliance with all federal, state and local laws, authorizations, licenses and permits of any governmental authority and all governmental orders affecting the properties and assets of Seller, including federal, state and local: (i) Occupational Safety and Health Laws; (ii) private investigatory and other similar laws; (iii) the Fair Credit Reporting Act and similar state and local laws; and (iv) laws regarding or relating to trespass or violation of privacy rights. Seller has not been charged with violating, nor to the knowledge of Seller, threatened with a charge of violating, nor, to the knowledge of Seller, is Seller under investigation with respect to a possible violation of any provision of any federal, state or local law relating to any of, properties or assets.
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Compliance with Law; Governmental Authorizations. None of the Group Companies is in violation of any Governmental Order or Law applicable to them or any of their respective properties, except where any such violation would not reasonably be expected to have a Material Adverse Effect.
Compliance with Law; Governmental Authorizations. (a) Except as set forth in Section 3.16(a) of the Buyer Disclosure Schedule:
Compliance with Law; Governmental Authorizations. (a) Each of the Acquired Corporations has complied in all material respects with, is not in violation of, and has not received notices of violation with respect to, any Law with respect to the conduct of its business, or the ownership or operation of its business, except for instances of possible noncompliance which, individually or in the aggregate, would not have a Material Adverse Effect on the Company.
Compliance with Law; Governmental Authorizations. Except in each case as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, (a) (i) neither the Company nor any of its Subsidiaries is, or has been since January 1, 2014, in conflict with, in default with respect to or in violation of, any Laws applicable to the Company or any of its Subsidiaries or by which any property or asset of the Company or any of its Subsidiaries is bound or affected and (ii) since January 1, 2014, neither the Company nor any of its Subsidiaries has been given written notice of, or been charged with, any unresolved violation of, any Laws; (b) the Company and each of its Subsidiaries have all Governmental Authorizations required to conduct their businesses as currently conducted and such Governmental Authorizations are valid and in full force and effect; (c) neither the Company nor any of its Subsidiaries has received written notice from any Governmental Body threatening to revoke any such Governmental Authorization; and (d) the Company and each of its Subsidiaries are in compliance with the terms of such Governmental Authorizations.
Compliance with Law; Governmental Authorizations. The Seller conducts, and since January 1, 2009, has conducted, the Business in compliance in all material respects with all permits, orders, injunctions and decrees and applicable laws, rules and regulations of any Governmental Authority. Schedule 3.9 sets forth all Governmental Authorizations held by the Seller related to the Business. The Seller is in material compliance with all such Governmental Authorizations.
Compliance with Law; Governmental Authorizations. Except as set forth on SCHEDULE 3.7, the Sold Companies, the Subsidiaries and, to the Knowledge of the Sellers, the Venture Entities, and with respect to the Business, the Sellers and their subsidiaries, are currently in compliance with all Laws and Governmental Orders, except where noncompliance would not reasonably be expected, individually or in the aggregate, to have a Sold Company Material Adverse Effect. Except as set forth in SCHEDULE 3.7, each of the Sold Companies and the Subsidiaries and, to the Knowledge of the Sellers, each Venture Entity possess all licenses, consents, approvals, permits, registrations, certificates and other governmental authorizations ("PERMITS") necessary to own, lease and operate its assets and conduct the Business as currently conducted, except, in each case, where the failure to have such Permits would not reasonably be expected to have a Sold Company Material Adverse Effect. Except as set forth in SCHEDULE 3.7, as of the date of this Agreement, the Permits are in full force and effect and the Sellers, their subsidiaries, the Sold Companies and the Subsidiaries and, to the Knowledge of the Sellers, the Venture Entities have not received any written notice from any Governmental Authority (a) asserting that any Sold Company, Subsidiary or Venture Entity is not in material compliance with any Law or Permit or (b) threatening to suspend, revoke, revise, limit, restrict or terminate any Permit held by any Sold Company, Subsidiary or Venture Entity or declare any such Permit invalid. Except as set forth in SCHEDULE 3.7, (x) the statutory records of each of the Sold Companies and the Subsidiaries and, to the Knowledge of the Sellers, the Venture Entities required to be maintained by the Laws of its jurisdiction of incorporation have been properly kept and contain an accurate and materially complete record of the applicable matters required to be contained therein and no notice or allegation that any of them is incorrect or should be rectified has been received and (y) all documents required to be filed with any relevant authority in any relevant jurisdiction in respect of the Sold Companies and the Subsidiaries and, to the Knowledge of the Sellers, the Venture Entities have been filed and were correct in all material respects.
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Compliance with Law; Governmental Authorizations. Except as set forth in Section 2.8 of the Disclosure Schedule, to the Knowledge of the Sellers, the Business has been conducted since January 1, 2001 in all material respects in compliance with all Laws. Except as set forth in Section 2.8 of the Disclosure Schedule, to the Knowledge of the Sellers, no member of the Dresser-Rand Group is in violation of any order, injunction, judgment, ruling, Law or regulation of any court or Governmental Authority applicable to the property of the Dresser-Rand Group or the Business. Each member of the Dresser-Rand Group has all licenses, Consents, permits and other governmental authorizations ("Permits") necessary to conduct its business as currently conducted (all of which are valid and in full force and effect), except where the failure to have such Permits would not have or reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.
Compliance with Law; Governmental Authorizations. Neither Sync nor any of its Subsidiaries is in violation of any order, injunction, judgment, ruling, law or regulation of any court or governmental authority applicable to the property or business of Sync or any such Subsidiary. Sync and each of its Subsidiaries have all material licenses, permits and other governmental authorizations reasonably necessary to conduct their respective businesses as currently conducted and such licenses, permits and authorizations are valid and in full force and effect.
Compliance with Law; Governmental Authorizations. (a) To the knowledge of Sellers, except as set forth on Schedule 3.13(a), none of the Sold Companies or the Asset Sellers in respect of the Purchased Assets is in violation of, and the Business has not been conducted in violation of, and none of them have been threatened to be charged with or given notice of violation of, any Order or Law applicable to them or any of their respective properties, except in each case for such violations that would not reasonably be expected to have a Material Adverse Effect.
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