Common use of Agreement Not in Conflict with Other Instruments; Required Approvals Obtained Clause in Contracts

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, delivery, and performance of this Agreement, and the consummation of the transactions contemplated by this Agreement will not (a) violate or require any consent, approval, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, instrumentality or judicial body of any Governments (collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets pursuant to, (i) Permian's Corporate Documents, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document or agreement to which Permian is a party or by which Permian or any of the Purchased Assets is bound, or (iii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian or any of the Purchased Assets is bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Federal Security Protection Services Inc), Asset Purchase Agreement (Platina Energy Group Inc.)

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Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, delivery, and performance of this Agreement, and the consummation of the transactions contemplated by this Agreement will not (a) violate or require any consent, approval, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, instrumentality or judicial body of any Governments (collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Pacific (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets pursuant to, (i) Permian's Pacific’s Corporate Documents, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document or agreement to which Permian Pacific is a party or by which Permian Pacific or any of the Purchased Assets is are bound, or (iii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Pacific or any of the Purchased Assets is are bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 2 contracts

Samples: Contribution Agreement (Pacific Software, Inc.), Contribution Agreement (Pacific Software, Inc.)

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, sealing, delivery, and performance of this Agreement, Agreement by the Sellers and the consummation of the transactions contemplated by this Agreement will not (a) violate or require any registration, qualification, consent, approval, or filing under, (i) any common law, law, statute, statute ordinance, rule or regulation (hereinafter collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (hereinafter collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, commission or instrumentality or judicial body of any Governments (hereinafter collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian CommonWealth or any of its assets is bound; (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, result in the acceleration of the performance of CommonWealth's obligations under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets CommonWealth's properties, assets, or businesses pursuant to, (i) PermianCommonWealth's Corporate DocumentsCharter or By-Laws, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document instrument or agreement to which Permian CommonWealth is a party or by which Permian CommonWealth or any of the Purchased Assets CommonWealth's assets is bound, or (iii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian CommonWealth or any of the Purchased Assets its assets is bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (A1 Internet Com Inc)

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, delivery, and performance of this Agreement, and the consummation of the transactions contemplated by this Agreement will not (a) violate or require any consent, approval, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, instrumentality or judicial body of any Governments (collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets pursuant to, (i) PermianNowAuto's Corporate Documents, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document or agreement to which Permian NowAuto is a party or by which Permian NowAuto or any of the Purchased Assets is bound, or (iii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian NowAuto or any of the Purchased Assets is bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing DateClosing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Global E Investments Inc)

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgmentacknowledgement, sealing, delivery, and performance of this Agreement, Agreement by the Seller and the consummation of the transactions contemplated by this Agreement will not (a) violate or require any registration, qualification, consent, approval, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (hereinafter collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (hereinafter collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, commission or instrumentality or judicial body of any Governments (hereinafter collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Seller or any of its assets or Properties is bound; (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, result in the acceleration of the performance of Seller’s obligations under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets Seller’s properties, assets, or businesses pursuant to, (i) Permian's Corporate DocumentsSeller’s Charter or Bylaws, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document instrument or agreement to which Permian Seller is a party or by which Permian Seller or any of the Purchased Assets Seller’s assets or properties is bound, or (iii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Seller or any of the Purchased Assets its assets or properties is bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Atlas Minerals Inc)

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, delivery, delivery and performance of this Agreement, Agreement and the consummation of the transactions contemplated by this Agreement and, in the case of the Purchaser, the execution, delivery and performance of the other Operative Documents and the consummation of the transactions contemplated thereby will not (a) violate or require any consent, approvalconsent or approval of, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (collectively referred to throughout this Agreement as "Governments") Laws or any agency, bureau, commission, instrumentality or judicial body of any Governments (collectively referred to throughout this Agreement as "Governmental Agencies"), Authority or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency Authority by which Permian the Purchaser, SCC or Holdings are bound; (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, or result in the creation of any claim, security interest, lienLien, charge, charge or encumbrance upon any of the Purchased Assets Assets, except in favor of the Acquisition Lender, pursuant to, (i) Permianthe Purchaser's Corporate DocumentsArticles or Bylaws, (ii) Holdings' Articles or Bylaws, (iii) SCC's Articles or Bylaws,(iv) any indentureIndebtedness, mortgageContract, deed of trust, license, permit, approval, consent, franchise, lease, contract, License or other instrument, document or agreement to which Permian the Purchaser, SCC or Holdings is a party or by which Permian the Purchaser, Holdings or any of the Purchased Assets SCC is bound, bound or (iiiv) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency Authority by which Permian the Purchaser, SCC or Holdings is bound. No consent, approval or action of, filing with or notice to any Governmental Authority on the part of the Purchased Assets Purchaser, SCC or Holdings is bound; required in connection with the execution, delivery and all permits, licenses and authorizations performance of any Government this Agreement or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as consummation of the Closing Datetransactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Security Capital Corp/De/)

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, delivery, and performance of this Agreement, and the consummation of the transactions contemplated by this Agreement will not (a) violate or require any consent, approval, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, instrumentality or judicial body of any Governments (collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Alaska (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets pursuant to, (i) Permian's Alaska’s Corporate Documents, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document or agreement to which Permian Alaska is a party or by which Permian Alaska or any of the Purchased Assets is bound, or (iii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Alaska or any of the Purchased Assets is bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Alaska Freightways Inc)

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Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgmentacknowledgement, sealing, delivery, and performance of this AgreementAgreement by the Seller, and the consummation of the transactions contemplated by this Agreement will not (ai) violate or require any consent, approval, or filing under, (ia) any common law, law, statute, ordinance, rule or regulation (collectively referred to throughout this Agreement as "Laws") of any federal, provincial, state or local government (collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, instrumentality or judicial body of any Governments (collectively referred to throughout this Agreement as "Governmental Agencies"), or (iib) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian the Seller or any of the Assets are bound; (bii) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets pursuant to, (ia) Permian's Corporate Documentsthe Seller’s Articles or Bylaws, (iib) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document or agreement to which Permian the Seller is a party or by which Permian the Seller or any of the Purchased Assets is bound, or (iiic) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian the Seller or any of the Purchased Assets is bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Spicy Pickle Franchising Inc)

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, delivery, delivery and performance of this Agreement, Agreement by the Seller and the consummation of the transactions contemplated by this Agreement will not not: (a) violate or require any registration, qualification, consent, approval, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (hereinafter collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (hereinafter collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, commission or instrumentality or judicial body of any Governments (hereinafter collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian the Assets are bound; (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, result in the acceleration of the performance of the Seller's obligations under, or result in the creation of any claim, claim security interest, lien, charge, or encumbrance upon any of the Purchased Assets pursuant to, (i) Permian's Corporate Documents, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, contract or other instrument, document instrument or agreement to which Permian the Seller is a party or by which Permian or any of the Purchased Assets is bound, or (iiiii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian the Seller or any of the Purchased Assets is are bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 1 contract

Samples: Asset Sale Agreement (Gift Liquidators Inc)

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, delivery, and performance of this Agreement, and the consummation of the transactions contemplated by this Agreement will not (a) violate or require any consent, approval, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, instrumentality or judicial body of any Governments (collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Birch Branch (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets pursuant to, (i) PermianBirch Branch's Corporate Documents, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document or agreement to which Permian Birch Branch is a party or by which Permian Birch Branch or any of the Purchased Assets is bound, or (iii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Birch Branch or any of the Purchased Assets is bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Birch Branch Inc)

Agreement Not in Conflict with Other Instruments; Required Approvals Obtained. The execution, acknowledgment, delivery, and performance of this Agreement, and the consummation of the transactions contemplated by this Agreement will not (a) violate or require any consent, approval, or filing under, (i) any common law, law, statute, ordinance, rule or regulation (collectively referred to throughout this Agreement as "Laws") of any federal, state or local government (collectively referred to throughout this Agreement as "Governments") or any agency, bureau, commission, instrumentality or judicial body of any Governments (collectively referred to throughout this Agreement as "Governmental Agencies"), or (ii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Piancone (b) conflict with, require any consent, approval, or filing under, result in the breach or termination of any provision of, constitute a default under, or result in the creation of any claim, security interest, lien, charge, or encumbrance upon any of the Purchased Assets pursuant to, (i) Permian's Piancone’s Corporate Documents, (ii) any indenture, mortgage, deed of trust, license, permit, approval, consent, franchise, lease, contract, or other instrument, document or agreement to which Permian Piancone is a party or by which Permian Piancone or any of the Purchased Assets is bound, or (iii) any judgment, injunction, order, writ or decree of any court, arbitrator, Government or Governmental Agency by which Permian Piancone or any of the Purchased Assets is bound; and all permits, licenses and authorizations of any Government or Governmental Agency required to be obtained prior to the Closing, shall have been obtained and shall be in full force and effect as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nascent Wine Company, Inc.)

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