Common use of Compliance with Law and Charter Documents Clause in Contracts

Compliance with Law and Charter Documents. The Company is not in violation or default of any provisions of its Certificate of Incorporation or Bylaws, both as amended, and to the best of the Company's knowledge, except for any violations that individually and in the aggregate would have no material adverse impact on the Company's business, the Company is in compliance with all applicable statutes, laws, regulations and executive orders of the United States of America and all states, foreign countries or other governmental bodies and agencies having jurisdiction over the Company's business or properties. The Company has not received any notice of any violation of such statutes, laws, regulations or orders which has not been remedied prior to the date hereof. The execution, delivery and performance of this Agreement, and the execution, delivery, and performance of the Stockholder Rights Agreement and the Co-Sale Agreement, when entered into, and the consummation of the transactions contemplated hereby or thereby will not result in any such violation or default, or be in conflict with or constitute, with or without the passage of time or the giving of notice or both, either a default under the Company's Certificate of Incorporation or Bylaws, or any agreement or contract of the Company, or, to the best of the Company's knowledge, a violation of any statutes, laws, regulations or orders, or an event which results in the creation of any lien, charge or encumbrance upon any asset of the Company.

Compliance with Law and Charter Documents. The Company is not in ----------------------------------------- violation or default of any provisions of its Certificate Articles of Incorporation or Bylaws, both as amended, or any instrument, judgment ,order, writ, decree or material contract of the Company, to which the Company is a party or by which it is bound and to the best of the Company's knowledge, except for any violations that individually and in the aggregate would have no material adverse impact on the Company's business, the Company is in compliance with all applicable statutes, laws, regulations and executive orders of the United States of America and all states, foreign countries or other governmental bodies and agencies having jurisdiction over the Company's business or properties. The Company has not received any notice of any violation of such statutes, laws, regulations or orders which has not been remedied prior to the date hereof. The execution, delivery and performance of this Agreement, and the execution, delivery, and performance of the Stockholder Rights Agreement and the Co-Sale Agreement, when entered into, Investors' Rights Agreement and the consummation of the transactions contemplated hereby or thereby will not result in any such violation or default, or be in conflict with or constitute, with or without the passage of time or the giving of notice or both, either a default under the Company's Certificate Articles of Incorporation or Bylaws, or any agreement instrument, judgment ,order, writ, decree or material contract of the Company, to which the Company is a party or by which it is bound, or, to the best of the Company's knowledge, a violation of any statutes, laws, regulations or orders, or an event which results in the creation of any lien, charge or encumbrance upon any asset of the Company.

Compliance with Law and Charter Documents. The Company is not in ----------------------------------------- violation or default of any provisions of its Certificate Articles of Incorporation or Bylaws, both as amended, and to the best of the Company's knowledge, except for any violations that individually and in the aggregate would have no material adverse impact on the Company's business, the Company is in compliance with all applicable statutes, laws, regulations and executive orders of the United States of America and all states, foreign countries or other governmental bodies and agencies having jurisdiction over the Company's business or properties. The Company has not received any notice of any violation of such statutes, laws, regulations or orders which has not been remedied prior to the date hereof. The execution, delivery and performance of this Agreement, and the execution, delivery, and performance of the Stockholder Investors' Rights Agreement and the Co-Sale Agreement, when entered into, Voting Agreement and the consummation of the transactions contemplated hereby or thereby will not result in any such violation or default, or be in conflict with or constitute, with or without the passage of time or the giving of notice or both, either a default under the Company's Certificate Articles of Incorporation or Bylaws, or any agreement or contract of the Company, or, to the best of the Company's knowledge, a violation of any statutes, laws, regulations or orders, or an event which results in the creation of any lien, charge or encumbrance upon any asset of the Company.

Compliance with Law and Charter Documents. (a) The Company is not in violation or default of any provisions of its Certificate of Incorporation the Articles or Bylaws, both as amended, and to the best of the Company's knowledge, except for any violations that individually and in the aggregate would have no material adverse impact on the Company's business, the Company is in compliance with all applicable statutes, laws, regulations and executive orders of the United States of America and all states, foreign countries or other governmental bodies and agencies having jurisdiction over the Company's business or properties. . (b) The Company has not received any notice of any violation of such statutes, laws, regulations or orders which has not been remedied prior to the date hereof. The execution, delivery and performance of this Agreement, and the execution, delivery, and performance of the Stockholder Rights Agreement and the Co-Sale Agreement, when entered into, Related Agreements and the consummation of the transactions contemplated hereby or thereby will not result in any such violation or default, or be in conflict with or constitute, with or without the passage of time or the giving of notice or both, either a default under the Company's Certificate of Incorporation Articles or Bylaws, or any agreement or contract of the Company, or, to the best of the Company's knowledge, a violation of any statutes, laws, regulations or orders, or an event which results in the creation of any lien, charge or encumbrance upon any asset of the Company.

Compliance with Law and Charter Documents. The NO CONFLICTS OR REQUIRED CONSENTS OR Filings. Company is not in violation or default of any provisions of its Certificate Articles of Incorporation or Bylaws, both as amended, and to the best of the Company's knowledgeBylaws and, except for any violations that individually and in the aggregate would have no material adverse impact on the Company's business, the Company is in compliance with all applicable statutes, laws, regulations and executive orders of the United States of America and all states, foreign countries or other governmental bodies and agencies having jurisdiction over the Company's business or properties. The Company has not received any notice of any violation of any such statutesstatute, lawslaw, regulations regulation or orders order which has not been remedied fully cured prior to the date hereof. The execution, delivery and performance of this Agreement, and the execution, delivery, and performance of the Stockholder Rights Agreement and the Co-Sale Agreement, when entered into, Indemnity Agreement and the consummation of the transactions contemplated hereby or thereby will not (a) result in any such violation violation, breach or defaultdefault of, or be in conflict with or constitutewith, with or without the passage of time or the giving of notice or both, either a default under the Company's Certificate Articles of Incorporation or BylawsBylaws or any judgment, order or decree of any court or arbitrator to which Company is a party or is subject, (b) with or without the passage of time or the giving of notice or both, result in any breach of, or any agreement or contract of the Company, or, to the best of the Company's knowledge, constitute a violation of any statutes, laws, regulations or ordersdefault under, or an event which results give go others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of any lienencumbrance on or claim to any Company assets or shares of capital stock, charge pursuant to any agreement or encumbrance upon other instrument to which Company is a party or by which Company or any asset of its assets or capital stock is bond or affected, (c) require the consent of any person or entity (other than such consents as have been obtained) or (d) to Company's knowledge, result in a violation by Company of any statute, law or regulation.