Common use of Compliance with Permits and Laws Clause in Contracts

Compliance with Permits and Laws. (a) Each of the Seller, the Company and the Company’s Subsidiaries has all permits, subdivision approvals, variances, licenses, franchises and other governmental authorizations, certificates, consents and approvals (other than with respect to Environmental Laws, which are addressed in Section 5.14) (collectively, “Permits”) necessary to operate the West Virginia Gas Distribution Business as presently conducted, except where the failure to have any such Permit is immaterial. Each of the Seller (with respect to the West Virginia Gas Distribution Business), the Company and the Company’s Subsidiaries is in compliance with all Permits and Laws of all Governmental Entities applicable to it and no notice, charge, claim, action or assertion has been received by the Seller (with respect to the West Virginia Gas Distribution Business), the Company or any Subsidiary of the Company or, to the knowledge of Seller, threatened against the Seller (with respect to the West Virginia Gas Distribution Business), the Company or any Subsidiary of the Company, in each case alleging any violation of any of the foregoing, except for any immaterial violations or failures to be in compliance with any Permits or Laws. (b) Schedule 5.21(b) sets forth all Permits and Environmental Permits and consent orders to which Seller (with respect to the West Virginia Gas Distribution Business), the Company or the Company’s Subsidiaries is subject as of the date of this Agreement, with the exception of routine approvals which are not discretionary.

Appears in 2 contracts

Sources: Acquisition Agreement (Monongahela Power Co /Oh/), Acquisition Agreement (Allegheny Energy Inc)

Compliance with Permits and Laws. (a) Each of the Seller, the Company and the Company’s 's Subsidiaries has all permits, subdivision approvals, variances, licenses, franchises and other governmental authorizations, certificates, consents and approvals (other than with respect to Environmental Laws, which are addressed in Section 5.14) (collectively, "Permits") necessary to operate the West Virginia Gas ------- Distribution Business as presently conducted, except where the failure to have any such Permit is immaterial. Each of the Seller (with respect to the West Virginia Gas Distribution Business), the Company and the Company’s 's Subsidiaries is in compliance with all Permits and Laws of all Governmental Entities applicable to it and no notice, charge, claim, action or assertion has been received by the Seller (with respect to the West Virginia Gas Distribution Business), the Company or any Subsidiary of the Company or, to the knowledge of Seller, threatened against the Seller (with respect to the West Virginia Gas Distribution Business), the Company or any Subsidiary of the Company, in each case alleging any violation of any of the foregoing, except for any immaterial violations or failures to be in compliance with any Permits or Laws. (b) Schedule 5.21(b) sets forth all Permits and Environmental Permits and consent orders to which Seller (with respect to the West Virginia Gas Distribution Business), the Company or the Company’s 's Subsidiaries is subject as of the date of this Agreement, with the exception of routine approvals which are not discretionary.

Appears in 1 contract

Sources: Acquisition Agreement (Allegheny Energy Inc)