Business Permits. Seller has obtained all approvals, authorizations, consents, licenses, franchises, orders, certificates or other permits of all governmental or regulatory agencies, whether federal, state, local or foreign (collectively, the "Approvals") necessary to the operations of the business as presently conducted, including, without limitation, the constructions, alterations, operation, use and occupancy of the properties demised under the Leases or any part thereof, or any of the improvements thereon, including, but not limited to the certificates of occupancy or the local equivalents, if any, and certificates relating to fire and health approval. All such Approvals are in full force and effect and good standing, neither Sellers nor the Company is in default under any Approval and there exists no basis for the termination, suspension or revocation of any such Approvals.
Business Permits. (a) The Business owns or holds all Permits used or held for use or Related to the Business as currently conducted or for the ownership and use of the Purchased Assets (the “Business Permits”), except where the failure to own, hold or lawfully use any such Business Permit would not, individually or in the aggregate, have a Material Adverse Effect.
Business Permits. Schedule 2.11 sets forth a correct and complete list of all Business Permits and indicates (a) for each Business Permit that is held by a Seller, whether the same is transferable to Buyer and, if so, whether consent to such transfer is required and (b) for each Business Permit held by the Business Subsidiary, whether any consent or other action is required in order for the same to remain in full force and effect following the Closing. Such Business Permits have been validly acquired, are in full force and effect and represent all material governmental permits, licenses, franchises, certificates, authorizations, consents and approvals necessary under applicable Governmental Rules for Sellers or the Business Subsidiary, as applicable, to conduct the Business as currently conducted and to own, occupy or use the Assets. Except as set forth on Schedule 2.11, no violations have been recorded against any such Business Permit, no citation, notice or warning has been issued by any governmental entity with respect to any such Business Permit, no investigation or hearing has been held by or before any governmental entity with respect to any such Business Permit, no Seller Party has received any notice from any governmental entity that it intends to cancel, revoke, terminate, suspend or not renew any such Business Permit and Sellers' have no knowledge of any basis for any of the foregoing. The applicable Seller Parties are in compliance in all material respects with all such Business Permits.
Business Permits. The Lessee agrees to pay the Lessor an Annual Airport Business Permit fee of One Hundred and Twenty Dollars ($120.00) and each Sublease Tenant shall pay an Annual Airport Business Permit fee of Three Hundred Dollars ($300.00) payable on or before the fifteenth day of January for each year the Lessee and any sublease tenants conduct business operations on the Premises.
Business Permits. Except for matters that are the subject of the representations and warranties in Section 4.8 (Tax Matters), Section 4.9 (Employee Benefits), Section 4.11 (Labor Matters) and Section 4.12 (Environmental Matters), which matters are covered solely by such Sections, and except as has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, the Business Permits comprise all permits, approvals, licenses, authorizations, certificates, rights, exemptions and Orders from Governmental Entities (collectively, the “Permits”) that are necessary for the lawful operation of the Terminal Operations as presently conducted by Seller and its Subsidiaries; provided, that no representation is made with respect to any Permit that is not transferrable or with respect to any Permit that is dependent on Seller or its applicable Subsidiary being the owner or operator of any Purchased Asset or the Terminal Operations. To the Knowledge of Seller, the applicable Business Permit holder is in compliance with each Business Permit, except for such noncompliance which has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.
Business Permits. (a) The Company Group owns, holds, possesses, and lawfully uses in the operation of the Business, all Permits necessary for the conduct of the Business by the Company Group in all material respects as currently conducted (including all such Permits required (i) for mining and the mining-related operations and activities of the Business and (ii) for the Company Group’s current activities in implementing any modifications, expansions or changes to such mining-related operations of the Business, including for the New Projects) (each such Permit, a “Business Permit”). Each Business Permit is in full force and effect (other than those Business Permits that have expired and which the applicable member of the Company Group is taking all measures reasonably necessary to renew (including by making all applications or filings required by applicable Law in a timely manner)), and the relevant member of the Company Group who holds such Business Permit has not agreed to give or create any Encumbrance (other than Permitted Encumbrances) over any such Business Permit. Each member of the Company Group is in compliance in all material respects with the terms and conditions of each such Business Permit held by it, including satisfying any minimum investment and mining work requirements, and has made all necessary filings and provided all information required by applicable Law to be provided to any Person and has paid all fees required to maintain such Business Permit in effect, in each case, except to the extent as has not had, or does not constitute, a Company Material Adverse Effect. To the Sellers’ Knowledge, as of the date hereof, no Person has alleged or claimed that any member of the Company Group fails to hold any Business Permit.
Business Permits. Section 4.23 of the Seller Disclosure Schedule sets forth a list of all Permits that relate to the Business or are necessary for the Business to own, lease and operate its properties and assets or to carry on its businesses as are now being conducted (collectively, the “Business Permits”). All Business Permits are validly held by Sellers, and Sellers have complied with all terms and conditions thereof and no Seller has received written notice, or to the knowledge of Sellers oral notice, of any suit, action or proceeding relating to the revocation or modification of any Business Permit. Except for circumstances solely by reason of Purchaser (as opposed to any other third party) being the transferee of the applicable Business Permit hereunder, each of the Business Permits is transferrable to Purchaser hereunder and none of the Business Permits will be terminated or impaired or become terminable, in whole or in part, as a result of the consummation of the Acquisition.
Business Permits. 2 Buyer ................................................................... 1
Business Permits. Section 2.13 of the Disclosure Letter sets forth a correct and complete list of all governmental permits, licenses, franchises, certificates, authorizations, Consents and approvals which have been obtained by the Company and are currently in effect (collectively, the "Business Permits") and indicates for each whether any Consent or other action is required in order for the same to remain in full force and effect following the Closing. Such Business Permits have been validly acquired, are in full force and effect and represent all governmental permits, licenses, franchises, certificates, authorizations, Consents and approvals necessary under applicable Governmental Rules for the Company to conduct its business as currently conducted and to own, occupy or use its assets. No violations have been recorded against any such Business Permit, no citation, notice or warning has been issued by any Governmental Entity with respect to any such Business Permit, no investigation or hearing has been held by or before any Governmental Entity with respect to any such Business Permit, the Company has not received any notice from any Governmental Entity that it intends to cancel, revoke, terminate, suspend or not renew any such Business Permit and neither the Company nor the Sellers have any knowledge of any basis for any of the foregoing. The Company is in compliance with all such Business Permits, except for such non-compliance as, individually or in the aggregate, is not likely to have a Material Adverse Effect.
Business Permits. Exhibit 3.23 of the Disclosure Schedule contains a complete and accurate list of all licenses, approvals, Consents, franchises, authorizations, security clearances and other permits of, from or with, any Governmental Body (“ Permits”), which are held by or applicable to the Company. No other Permits are required under applicable Legal Requirements to permit the Company to own, operate, use and maintain their Assets in the manner in which they are now operated and maintained and to conduct the Business as currently conducted or proposed to be conducted. The Company is not a party or subject to the provisions of any Order of any Governmental Body. All Permits listed in Exhibit 3.23 of the Disclosure Schedule are valid and in full force and effect and there are no Proceedings pending or, to the knowledge of the Company, threatened that seek the revocation, cancellation, suspension or adverse modification thereof.
