Common use of Absence of Conflicts Clause in Contracts

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 25 contracts

Samples: Convertible Debenture Purchase Agreement (Next Generation Media Corp), Convertible Preferred Stock and Warrants Purchase Agreement (Sedona Corp), Exchangeable Preferred Stock and Warrants Purchase Agreement (Dental Medical Diagnostic Systems Inc)

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Absence of Conflicts. The execution and delivery of this Agreement and each agreement the agreements the forms of which is are attached as an Exhibit Exhibits hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investorthereof, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 7 contracts

Samples: Common Stock and Warrant Purchase Agreement (Global Casinos Inc), Common Stock and Warrant Purchase Agreement (XML Global Technologies Inc), Common Stock and Warrant Purchase Agreement (Vitro Diagnostics Inc)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor Lender in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the InvestorLender, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor Lender or (a) violate any provision of any indenture, instrument or agreement to which Investor Lender is a party or is subject, or by which Investor Lender or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor Lender to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor Lender is subject or to which any of its assets, operations or management may be subject.

Appears in 7 contracts

Samples: Loan Agreement (Aquis Communications Group Inc), Loan Agreement (Avanir Pharmaceuticals), Loan Agreement (McGlen Internet Group Inc)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the Investor or (a) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 5 contracts

Samples: Convertible Debentures and Warrants Purchase Agreement (Calypte Biomedical Corp), Convertible Preferred Stock and Warrants Purchase Agreement (Thinkpath Com Inc), Convertible Subordinated Debentures and Warrants Purchase Agreement (Cray Inc)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; or (d) require the approval of any non-governmental agency third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 5 contracts

Samples: Convertible Debenture and Warrants Purchase Agreement (Famous Fixins Inc), Convertible Debenture and Warrants Purchase Agreement (Famous Fixins Inc), Convertible Debenture and Warrants Purchase Agreement (Famous Fixins Inc)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and any other document or instrument executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investorthereof, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or Investors, or, to the Investors knowledge, (a) violate any provision of any indenture, instrument or agreement to which Investor is any of the Investors are a party or is are subject, or by which Investor any of the Investors or any of its their assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor Investors to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor any of the Investors is subject or to which any of its their assets, operations or management may be subject.

Appears in 4 contracts

Samples: Common Stock Purchase Agreement (Waverider Communications Inc), Private Equity Line of Credit Agreement (Objectsoft Corp), 6% Series D Convertible Preferred Stock Subscription Agreement (Objectsoft Corp)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewithany other document or instrument contemplated hereby, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investorthereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or Investor, (ab) violate any provision of Investor's Memorandum of Association or Articles of Association or other applicable charter document, any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) , or conflict with or constitute a material default thereunder; , (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; , or (d) require the approval of any third-party (which that has not been obtained) pursuant to any material contract, instrument, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 4 contracts

Samples: Private Equity Credit Agreement (NCT Group Inc), Private Equity Credit Agreement (NCT Group Inc), Private Equity Agreement (Eurotech LTD)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement the agreements the forms of which is are attached as an Exhibit Exhibits hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investorthereof, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Convertible Preferred Stock and Warrants Purchase Agreement (Avtel Communications Inc/De), Convertible Preferred Shares and Warrant Purchase Agreement (Hawaiian Natural Water Co Inc)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewithany other document or instrument contemplated hereby, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investorthereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or Purchaser, or, to the Purchaser's knowledge, (ab) violate any provision of any indenture, instrument or agreement to which Investor Purchaser is a party or is subject, or by which Investor Purchaser or any of its assets is bound; , (bc) conflict with or constitute a material default thereunder; , (cd) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor Purchaser to any third party; , or (de) require the approval of any third-party (which that has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation contract to which Investor Purchaser is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Stock Purchase and Subscription Agreement (Cormax Business Solutions Inc), Stock Purchase and Subscription Agreement (Cormax Business Solutions Inc)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the Investor or (a) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Convertible Subordinated Debentures and Warrants Purchase Agreement (Acres Gaming Inc), Convertible Debentures and Warrants Purchase Agreement (Sedona Corp)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Convertible Debenture and Warrants Purchase Agreement (Affinity Technology Group Inc)

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Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.or

Appears in 1 contract

Samples: Convertible Debenture and Warrants Purchase Agreement (Stupid Pc Inc /Ga)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and any other document or instrument executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investorthereof, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or Investors, or, to the Investors knowledge, (a) violate any provision of any indenture, instrument or agreement to which Investor is any of the Investors are a party or is are subject, or by which Investor any of the Investors or any of its their assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor Investors to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor any of the Investors is subject or to which any of its their assets, operations or management may be subject.

Appears in 1 contract

Samples: Series C Convertible Preferred Stock Purchase Agreement (Global Maintech Corp)

Absence of Conflicts. The execution and delivery of this -------------------- Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the Investor or (a) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Convertible Debentures and Warrants Purchase Agreement (Data Race Inc)

Absence of Conflicts. The execution and delivery of this ---------------------- Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Convertible Debenture and Warrants Purchase Agreement (Worldwide Wireless Networks Inc)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investor, will not to the knowledge of the Investor, violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Convertible Preferred Stock and Warrants Purchase Agreement (Sedona Corp)

Absence of Conflicts. The execution and delivery of this Agreement and each agreement which is attached as an Exhibit hereto and any other document or instrument executed by the Investor in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof by the Investorthereof, will not violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor or Purchaser, or, to the Purchaser's knowledge, (a) violate any provision of any indenture, instrument or agreement to which Investor the Purchaser is a party or is are subject, or by which Investor the Purchaser or any of its assets is bound; (b) conflict with or constitute a material default thereunder; (c) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor Purchaser to any third party; or (d) require the approval of any third-party (which has not been obtained) pursuant to any material contract, agreement, instrument, relationship or legal obligation to which Investor any of the Purchasers is subject or to which any of its their assets, operations or management may be subject.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Global Wireless Satellite Networks Usa Inc)

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