4No Conflicts. The execution, delivery and performance by the Buyer of this Agreement and the consummation of the transactions contemplated hereby do not and will not (i) contravene or conflict with the organizational documents of the Buyer, (ii) contravene or conflict with or constitute a material default under any material provision of any law binding upon or applicable to the Buyer or (iii) contravene or conflict with or constitute a material default under any material agreement or Judgment binding upon or applicable to the Buyer.
4No Conflicts. The execution, delivery and performance by the Borrowers of the Loan Documents to which it is a party and the consummation by the Borrowers of the transactions contemplated hereby or thereby do not (i) violate any provision of the certificate or articles of incorporation, bylaws or other organizational or charter documents of the Borrowers or any Loan Party, (ii) conflict with, or constitute a default (or an event that with notice or lapse of time or both would become a default) under, result in the creation of any Lien upon any of the properties or assets of the Borrowers or any Loan Party or give to others any rights of termination, amendment, acceleration or cancellation (with or without notice, lapse of time or both) of, any agreement, credit facility, debt or other instrument (evidencing a Borrower or Subsidiary debt or otherwise) or other written understanding to which the Borrowers or any Loan Party are a party or by which any property or asset of the Borrowers or any Loan Party are bound, or affected, or (iii) conflict with or result in a violation of any Law to which the Borrower or any Loan Party is subject (including Applicable Securities Legislation, assuming the correctness of the representations and warranties made by the Purchasers herein, of any self-regulatory organization to which the Borrowers or their securities are subject), or by which any property or asset of the Borrowers or any Loan Party are bound or affected, except in the case of clause (ii) or clause (iii) such as would not have a Material Adverse Effect.
4No Conflicts. Neither execution, delivery and performance of this Agreement by Seller or of any of the Ancillary Agreements, nor the consummation by Seller of the transactions contemplated hereby or thereby (a) conflict with or violate any provision of the organizational documents of Seller; (b) create any Lien (other than a Permitted Encumbrance) upon any of the Purchased Assets; (c)conflict with, or result in the breach of, constitute a default under, result in the termination, cancellation or acceleration (whether after the giving of notice or the lapse of time or both) of any right or obligation of Seller under, or to a loss of any benefit to which Seller is entitled under, any Contract to which Seller is a party or to which its assets are subject; and (d) assuming compliance with the matters set forth in Sections 5.5 and 6.5, violate or result in a breach of or constitute a default under any Law or other restriction of any Governmental Authority to which Seller is subject; except, with respect to clauses (b) through (d), for any violations, breaches, conflicts, defaults, terminations, cancellations or accelerations as would not, individually or in the aggregate, have a Material Adverse Effect or prevent or materially delay or impair the ability of the Seller to consummate the transactions contemplated by this Agreement.
4No Conflicts. The execution and delivery of this Agreement by Company and Marlborough and the performance by Company and Marlborough of its obligations hereunder in accordance with the terms hereof: (a) will not require the consent of any third party or Governmental Entity under any Laws; (b) will not violate any Laws applicable to Company and Marlborough; and (c) will not violate or breach any contractual obligation to which Company and Marlborough are a party.
4No Conflicts. The execution and delivery of this Agreement and the performance of such Party’s obligations hereunder do not and will not (a) conflict with or violate in any material respect any requirement of Applicable Law or any judgment, decree, order, regulation, or rule of any Governmental Authority by which such Party is bound or subject; (b) conflict with or violate the organizational documents of such Party; or (c) result in a breach (or any event which, with notice or lapse of time or both, would constitute a breach) of any material term or provision of, or constitute a material default under any contractual obligations of, such Party or any of its Affiliates.
4No Conflicts. Bank represents and warrants that it is not in default in any material respect of any material contract, lease, agreement, or other instrument to which it is a party nor has it received any notice of default under any such material contract, agreement, lease or other instrument, in each case other than defaults which would not have, individually or in the aggregate, a material adverse effect on its ability to conduct the Program.
4No Conflicts. Each Company Party represents and warrants that it is not in default in any material respect of any material contract, lease, agreement, or other instrument (including any financial services arrangements with third parties), to which it is a party nor has it received any notice of default under any such material contract, agreement, lease or other instrument, in each case other than defaults which would not have, individually or in the aggregate, a material adverse effect on its ability to conduct the Program.
4No Conflicts. The signing and delivery of this Agreement by the Company, and the performance by the Company of all the Company's obligations under this Agreement, will not:(a)conflict with the Company's a1ticles of organization or operating agreement; or(b)breach any agreement to which the Company is a party, or give any person the right to accelerate any obligation of the Company.SECTION 3.
4No Conflicts. Except as set forth in Schedule 3.4, the execution, delivery and performance of this Agreement, the Security Agreement, the Warrants and the Registration Rights Agreement by the Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance and reservation for issuance, as applicable, of the Warrant and Warrant Shares) will not (i) result in a violation of the Company's Certificate of Incorporation or By-laws or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment (including, without limitation, the triggering of any anti-dilution provisions), acceleration or cancellation of, any agreement, indenture or instrument to which the Company or any of its subsidiaries is a party, or result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and rules or regulations of any self-regulatory organizations to which either the Company or its securities are subject) 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.
4No Conflicts. To the Knowledge of the Company, the Seller and the Seller Shareholder, neither the execution and delivery of this Agreement nor the performance of the Transactions will, directly or indirectly, with or without notice or lapse of time: (a) violate any Law to which the Company or any asset owned or used by the Company is subject; (b) violate any Permit held by a Company or give any Governmental Body the right to terminate, revoke, suspend or modify any Permit held by a Company; (c) violate any Organizational Document of the Company; (d) violate, conflict with, result in a breach of, constitute a default under, result in the acceleration of or give any Person the right to accelerate the maturity or performance of, or to cancel, terminate, modify or exercise any remedy under, any Material Contract; (e) cause the Buyer or the Company to have any Liability for any Tax; or (f) result in the imposition of any Encumbrance upon any Asset owned or used by the Company. The Company do not need to notify, make any filing with, or obtain any Consent of any Person in order to perform the Transactions.
