Except as disclosed on Schedule 5.16 , (a) each Acquiror Party is, and during the past two years has been, in compliance in all material respects with all applicable Laws, (b) no Acquiror Party has received written notice of any violation in any respect of any applicable Law, (c) no Acquiror Party has received written or oral notice that it is under investigation by any Governmental Authority for potential non-compliance in any material respect with any Law, (d) no Acquiror Party is subject to any material outstanding judgment, order or decree of any Governmental Authority, and (e) no member of the Acquiror Group has received nor, to the Acquiror Parties’ knowledge, has any third Person received, any written notice since January 1, 2016 of a violation of or a default by such Person with respect to any Law or any decision, ruling, order or award of any Governmental Authority or arbitrator applicable to any member of the Acquiror Group.