Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (i) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate of Incorporation (as amended) or bylaws or other organizational documents of the Corporation; (ii) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation is a party, (iii) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the Corporation, or (iv) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation or upon any of its properties or assets.
Appears in 3 contracts
Samples: Share Exchange Agreement (Clayton Dunning Group), Share Exchange Agreement (Phelps Engineered Plastics Corp.), Share Exchange Agreement (Globus Growth Group Inc)
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (ia) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate articles of Incorporation incorporation (as amended) or bylaws or other organizational documents of the CorporationIEM; (iib) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation IEM is a party, ; (iiic) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the Corporation, IEM; or (ivd) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation IEM or upon any of its properties or assets.
Appears in 2 contracts
Samples: Share Exchange Agreement (Pacific Technology Inc), Share Exchange Agreement (Pacific Technology Inc)
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not not: (ia) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate certificate of Incorporation incorporation (as amendedamended through the date hereof) or bylaws or other organizational documents of the Corporation; (iib) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation is a party, ; (iiic) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the Corporation, ; or (ivd) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation or upon any of its properties or assets.
Appears in 2 contracts
Samples: Share Exchange Agreement (Pacific Technology Inc), Share Exchange Agreement (Pacific Technology Inc)
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (i) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate Memorandum of Incorporation Association, Articles of Association (each as amended) or bylaws or other organizational documents of the CorporationCDG, as applicable; (ii) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation CDG is a party, (iii) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the CorporationCDG, or (iv) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding uponupon CDG or Keyuan, the Corporation or upon any of its the properties or assetsassets of CDG.
Appears in 2 contracts
Samples: Share Exchange Agreement (Phelps Engineered Plastics Corp.), Share Exchange Agreement (Clayton Dunning Group)
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (i) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate Articles of Incorporation (as amended) or bylaws ), by-laws, or other organizational documents of the CorporationAerospace, as applicable; (ii) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation Aerospace is a party, (iii) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the CorporationAerospace, or (iv) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding uponupon Aerospace, the Corporation or upon any of its the properties or assetsassets of Aerospace.
Appears in 1 contract
Samples: Share Exchange Agreement (Phoenix International Ventures, Inc.)
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (ia) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate articles of Incorporation incorporation (as amended) or bylaws or other organizational documents of the CorporationEZJR; (iib) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation EZJR is a party, ; (iiic) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the Corporation, EZJR; or (ivd) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation EZJR or upon any of its properties or assets.
Appears in 1 contract
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (ia) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate articles of Incorporation incorporation (as amended) or bylaws or other organizational documents of the CorporationJade or HQ; (iib) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation Jade or HQ is a party, ; (iiic) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the Corporation, Jade or HQ; or (ivd) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation Jade or upon any of its properties or assetsassets or upon HQ or upon any of the properties or assets of HQ.
Appears in 1 contract
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (ia) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate articles of Incorporation incorporation (as amended) or bylaws or other organizational documents of the Corporation; (iib) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation is a party, ; (iiic) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the Corporation, ; or (ivd) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation or upon any of its properties or assets.
Appears in 1 contract
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (i) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate Articles of Incorporation (as amended) or bylaws by-laws or other organizational documents of the CorporationInternational Ventures; (ii) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation International Ventures is a party, (iii) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the CorporationInternational Ventures, or (iv) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation International Ventures or upon any of its properties or assets.
Appears in 1 contract
Samples: Share Exchange Agreement (Phoenix International Ventures, Inc.)
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (ia) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate articles of Incorporation incorporation (as amended) or bylaws or other organizational documents of the CorporationParent and Sub; (iib) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation is Parent or Sub are a party, ; (iiic) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the Corporation, Corporation or Sub; or (ivd) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation Parent or Sub or upon any of its their respective properties or assets.
Appears in 1 contract
Samples: Asset/Share Exchange Agreement (Hemp Technology, Inc.)
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (i) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate Articles of Incorporation (as amended) or bylaws or other organizational documents of the CorporationHengyi; (ii) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation Hengyi is a party, (iii) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the Corporation, or (iv) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation Hengyi or upon any of its properties or assets.
Appears in 1 contract
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (i) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate Memorandum of Incorporation Association, Articles of Association (each as amended) or bylaws or other organizational documents of the CorporationCBC, as applicable; (ii) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation CBC or Keyuan is a party, (iii) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the CorporationCBC or Keyuan, or (iv) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding uponupon CBC or Keyuan, the Corporation or upon any of its the properties or assetsassets of CBC or Keyuan.
Appears in 1 contract
Absence of Violation. The execution and delivery of this Agreement, and all exhibits hereto does not and the consummation of the transactions contemplated hereby and thereby will not (i) conflict with, violate, result in a breach of or constitute a default under any provision of the Certificate Articles of Incorporation (as amended) or bylaws or other organizational documents of the CorporationCBH, as applicable; (ii) violate, conflict with or result in the breach or termination of or modification, or otherwise give any other contracting party the right to terminate or modify, or constitute a default, with or without notice, the lapse of time or both, or cause the acceleration of any obligation, under the terms of any contract to which the Corporation CBH is a party, (iii) result in the creation of any lien, charge or encumbrance upon the properties or other assets of the CorporationCBH, or (iv) conflict with, violate, result in a breach of or constitute a default under any judgment, order, injunction, decree or award against, or binding upon, the Corporation or upon any of its properties or assets, upon CBH or upon any of the properties or assets of CBH.
Appears in 1 contract