Common use of Compliance; Permits; Restrictions Clause in Contracts

Compliance; Permits; Restrictions. (a) Neither Company nor any of its Subsidiaries is in conflict with, or in default or violation of (i) any Law, rule, regulation, order, judgment or decree applicable to Company or any of its Subsidiaries or by which any of their respective properties and assets are bound or affected; or (ii) any material note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which Company or any of its Subsidiaries is a party or by which Company or any of its Subsidiaries or any of their respective properties and assets are bound or affected, except for conflicts, defaults or violations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Company. To the knowledge of Company, no investigation or review by any Governmental Authority is pending or threatened against Company or its Subsidiaries, nor has any Governmental Authority indicated an intention to conduct the same, except for investigations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Company. There is no material agreement, judgment, injunction, order or decree binding upon Company or any of its Subsidiaries which would reasonably be expected to have the effect of prohibiting or materially impairing any business practice of Company or any of its Subsidiaries, any acquisition of material property by Company or any of its Subsidiaries or the conduct of business by Company and any of its Subsidiaries as currently conducted or currently proposed to be conducted.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Quantum Corp /De/), Agreement and Plan of Merger (Maxtor Corp), Agreement and Plan of Merger (Maxtor Corp)

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Compliance; Permits; Restrictions. (a) Neither Company Parent nor any of its Subsidiaries is in conflict with, or in default or violation of (i) any Law, rule, regulation, order, judgment or decree applicable to Company Parent or any of its Subsidiaries or by which any of their respective properties and assets are bound or affected; or (ii) any material note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which Company Parent or any of its Subsidiaries is a party or by which Company Parent or any of its Subsidiaries or any of their respective properties and assets are bound or affected, except for conflicts, defaults or violations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Companythe HDD Business. To the knowledge of CompanyParent, no investigation or review by any Governmental Authority is pending or threatened against Company Parent or its Subsidiaries, nor has any Governmental Authority indicated an intention to conduct the same, except for investigations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Companythe HDD Business or Spinco. There is no material agreement, judgment, injunction, order or decree binding upon Company Parent or any of its Subsidiaries which would reasonably be expected to have the effect of prohibiting or materially impairing any business practice of Company Parent or any of its Subsidiaries, any acquisition of material property by Company Parent or any of its Subsidiaries or the conduct of business by Company Parent and any of its Subsidiaries as currently conducted or currently proposed to be conducted.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Maxtor Corp), Amended and Restated Agreement and Plan of Merger and Reorganization (Quantum Corp /De/)

Compliance; Permits; Restrictions. (a) Neither Company Docent nor any of its Subsidiaries is is, in any material respect, in conflict with, or in default or violation of (i) any Lawlaw, rule, regulation, order, judgment or decree applicable to Company Docent or any of its Subsidiaries or by which its or any of their respective properties and assets are is bound or affected; , or (ii) any material note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which Company Docent or any of its Subsidiaries is a party or by which Company Docent or any of its Subsidiaries or its or any of their respective properties and assets are is bound or affected, except for conflicts, defaults or violations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Company. To the knowledge of CompanyDocent, no investigation or review by any Governmental Authority Entity is pending or threatened against Company Docent or its Subsidiaries, nor has any Governmental Authority Entity indicated an intention to conduct the same, except for investigations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Company. There is no material agreement, judgment, injunction, order or decree binding upon Company Docent or any of its Subsidiaries which would has or could reasonably be expected to have the effect of prohibiting or materially impairing any business practice of Company Docent or any of its Subsidiaries, any acquisition of material property by Company Docent or any of its Subsidiaries or the conduct of business by Company and any of its Subsidiaries Docent as currently conducted or currently proposed to be conducted.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Click2learn Inc/De/), Agreement and Plan of Reorganization (Docent Inc)

Compliance; Permits; Restrictions. (a) Neither the Company nor any of its Subsidiaries is is, in any material respect, in conflict with, or in default or violation of (i) any Law, rule, regulation, order, judgment or decree applicable to the Company or any of its Subsidiaries or by which any of their respective properties and assets are bound or affected; , or (ii) any material note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries or any of their respective properties and assets are bound or affected, except for conflicts, defaults or violations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Company. To the knowledge of the Company, no investigation or review by any Governmental Authority is pending or threatened against the Company or its Subsidiaries, nor has any Governmental Authority indicated an intention to conduct the same, except for investigations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Company. There is no material agreement, judgment, injunction, order or decree binding upon the Company or any of its Subsidiaries which would has or could reasonably be expected to have the effect of prohibiting or materially impairing any business practice of the Company or any of its Subsidiaries, any acquisition of material property by the Company or any of its Subsidiaries or the conduct of business by the Company and any of its Subsidiaries as currently conducted or currently proposed to be conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cet Services Inc)

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Compliance; Permits; Restrictions. (a) Neither Company nor any of its Subsidiaries is in conflict with, or in default or violation of (i) any Law, rule, regulation, order, judgment or decree applicable to Company or any of its Subsidiaries or by which any of their respective properties and assets are bound or affected; or (ii) any material note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which Company or any of its Subsidiaries is a party or by which Company or any of its Subsidiaries or any of their respective properties and assets are bound or affected, except for conflictsConflicts, defaults or violations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Company. To the knowledge of Company, no investigation or review by any Governmental Authority is pending or threatened against Company or its Subsidiaries, nor has any Governmental Authority indicated an intention to conduct the same, except for investigations which, neither individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Company. There is no material agreement, judgment, injunction, order or decree binding upon Company or any of its Subsidiaries which would reasonably be expected to have the effect of prohibiting or materially impairing any business practice of Company or any of its Subsidiaries, any acquisition of material property by Company or any of its Subsidiaries or the conduct of business by Company and any of its Subsidiaries as currently conducted or currently proposed to be conducted.

Appears in 1 contract

Samples: Amended and Restated Agreement and Plan of Merger and Reorganization (Quantum Corp /De/)

Compliance; Permits; Restrictions. (a) Neither the Company nor any of its Subsidiaries subsidiaries is in conflict with, or in default or in violation of (i) any Lawlaw, rule, regulation, order, judgment judgement or decree applicable to the Company or any of its Subsidiaries subsidiaries or by which the Company or any of its subsidiaries or any of their respective business or properties and assets are is, or the Company believes is reasonably likely to be, bound or affected; , or (ii) any material note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which the Company or any of its Subsidiaries subsidiaries is a party or by which the Company or any of its Subsidiaries subsidiaries or its or any of their respective properties and assets are is bound or affected, except for conflicts, violations and defaults or violations which, neither that (individually or in the aggregate, ) would not reasonably be expected to have a Company Material Adverse Effect on CompanyEffect. To the knowledge of Company, no No investigation or review by any Governmental Authority Entity is pending or or, to the Company's knowledge, has been threatened in a writing delivered to the Company, against the Company or any of its Subsidiariessubsidiaries, nor nor, to the Company's knowledge, has any Governmental Authority Entity indicated an intention to conduct an investigation of the same, except for investigations which, neither individually Company or in the aggregate, would reasonably be expected to have a Material Adverse Effect on Companyany of its subsidiaries. There is no material agreement, judgment, injunction, order or decree binding upon the Company or any of its Subsidiaries subsidiaries which would has or could reasonably be expected to have (after giving effect to the Merger) the effect of prohibiting or materially impairing any current or future business practice of the Company or any of its Subsidiariessubsidiaries, any acquisition of material property by the Company or any of its Subsidiaries subsidiaries or the conduct of business by the Company and or any of its Subsidiaries subsidiaries as currently conducted or as currently proposed to be conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (24/7 Media Inc)

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