Common use of Compliance with Laws and Other Instruments Clause in Contracts

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of the Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with the Merger Documents and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. to violate or contravene (a) any provision of law, (b) any rule or regulation of any agency or government, (c) any order, judgment or decree of any court or (d) any provision of their respective charters or By-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 23 contracts

Samples: Merger Agreement (CannLabs, Inc.), Merger Agreement (Bullfrog Gold Corp.), Merger Agreement (Ip Technology Services, Inc.)

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Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of this Agreement, the Certificate of Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with this Agreement or the Certificate of Merger Documents and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. to violate or contravene (ai) any provision of law, (bii) any rule or regulation of any agency or government, (ciii) any order, judgment or decree of any court court, or (dv) any provision of their respective charters certificates of incorporation or Byby-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 11 contracts

Samples: Agreement of Merger and Plan of Reorganization (CURAXIS PHARMACEUTICAL Corp), Merger Agreement (Auto Search Cars, Inc.), Merger Agreement (Auto Search Cars, Inc.)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. Subsidiary of the Merger Documents and the other agreements to be made by Parent or Acquisition Corp. Subsidiary pursuant to or in connection with the Merger Documents and the consummation by Parent and/or Acquisition Corp. Subsidiary of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. Subsidiary to violate or contravene (a) any provision of law, (b) any rule or regulation of any agency agency, government or governmentAuthority, (c) any order, judgment or decree of any court or Authority, or (d) any provision of their respective charters or By-laws Laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. Subsidiary is a party or by which Parent and/or Acquisition Corp. Subsidiary or any of their respective properties is bound.

Appears in 4 contracts

Samples: Acquisition and Share Exchange Agreement (Token Communities Ltd.), Acquisition and Share Exchange Agreement (Token Communities Ltd.), Acquisition and Share Exchange Agreement (GRCR Partners Inc)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of this Agreement, the Certificate of Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with this Agreement or the Certificate of Merger Documents and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. to violate or contravene (ai) any provision of law, (bii) any rule or regulation of any agency or government, (ciii) any order, judgment or decree of any court court, or (dv) any provision of their respective charters or Byby-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 3 contracts

Samples: Merger Agreement (Broadcaster Inc), Merger Agreement (Northern Way Resources, Inc.), Merger Agreement (Handheld Entertainment, Inc.)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of this Agreement, the Certificate of Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with this Agreement or the Certificate of Merger Documents and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. to violate or contravene (ai) any provision of law, (bii) any rule or regulation of any agency or government, (ciii) any order, judgment or decree of any court court, or (dv) any provision of their respective charters or By-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 3 contracts

Samples: Merger Agreement (Fitness Xpress Software Inc.), Merger Agreement (Towerstream Corp), Merger Agreement (Fairview Energy Corporation, Inc.)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of this Agreement, the Certificate of Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with this Agreement or the Certificate of Merger Documents and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. to violate or contravene (ai) any provision of law, (bii) any rule or regulation of any agency or government, (ciii) any order, judgment or decree of any court court, or (div) any provision of their respective charters certificates of incorporation or Byby-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 2 contracts

Samples: Merger Agreement (Flex Resources Co. LTD), Merger Agreement (Wildon Productions Inc)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. SubCo of this Agreement, the Certificate of Merger Documents and the other agreements to be made by Parent or Acquisition Corp. SubCo pursuant to or in connection with this Agreement or the Certificate of Merger Documents and the consummation by Parent and/or Acquisition Corp. SubCo of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. SubCo to violate or contravene (a) any provision of law, (b) any rule or regulation of any agency or government, (c) any order, judgment or decree of any court or (d) any provision of their respective charters or By-By- laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. SubCo is a party or by which Parent and/or Acquisition Corp. SubCo or any of their respective properties is bound.

Appears in 2 contracts

Samples: Merger Agreement (JUVA LIFE INC./Canada), Merger Agreement

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. Corp of the Merger Documents and the other agreements to be made by Parent or Acquisition Corp. Corp pursuant to or in connection with the Merger Documents and the consummation by Parent and/or Acquisition Corp. Corp of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. Corp to violate or contravene (a) any provision of law, (b) any rule or regulation of any agency or government, (c) any order, judgment or decree of any court or (d) any provision of their respective charters or By-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. Corp is a party or by which Parent and/or Acquisition Corp. Corp or any of their respective properties is bound.

Appears in 1 contract

Samples: Merger Agreement (Med-X, Inc.)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of the Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with the Merger Documents Documents, and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or or Acquisition Corp. to violate or contravene (ai) any provision of law, (bii) any rule or regulation of any agency or government, (ciii) any order, judgment or decree of any court court, or (div) any provision of their respective charters certificates of incorporation or Byby-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 1 contract

Samples: Merger Agreement (BTHC VII Inc)

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Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. Subsidiary of the Merger Documents and the other agreements to be made by Parent or Acquisition Corp. Subsidiary pursuant to or in connection with the Merger Documents and the consummation by Parent and/or Acquisition Corp. Subsidiary of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. Subsidiary to violate or contravene (a) any provision of law, (b) any rule or regulation of any agency agency, government or governmentAuthority, (c) any order, judgment or decree of any court or Authority, or (d) any provision of their respective charters or By-laws Bylaws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. Subsidiary is a party or by which Parent and/or Acquisition Corp. Subsidiary or any of their respective properties is bound.

Appears in 1 contract

Samples: Merger and Share Exchange Agreement (Future Healthcare of America)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent Parent, Holdings and/or Acquisition Corp. of the Merger Documents and the other agreements to be made by Parent Parent, Holdings or Acquisition Corp. pursuant to or in connection with the Merger Documents and the consummation by Parent Parent, Holdings and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent Parent, Holdings and/or Acquisition Corp. to violate or contravene (a) any provision of law, (b) any rule or regulation of any agency or government, (c) any order, judgment or decree of any court or (d) any provision of their respective charters or By-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent Parent, Holdings or Acquisition Corp. is a party or by which Parent Parent, Holdings and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 1 contract

Samples: Merger Agreement (Beacon Energy Holdings, Inc.)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of this Agreement, the Certificate of Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with this Agreement or the Certificate of Merger Documents and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. to violate or contravene (a) any provision of law, (b) any rule or regulation of any agency or government, (c) any order, judgment or decree of any court or (d) any provision of their respective charters or Byby-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 1 contract

Samples: Merger Agreement (NewGen BioPharma Corp.)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of this Agreement, the Certificate of Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with this Agreement or the Certificate of Merger Documents and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. to violate or contravene (a) any provision of law, (b) any rule or regulation of any agency or government, (c) any order, judgment or decree of any court or (d) any provision of their respective charters or By-laws as amended and in effect on and as of the Closing Date and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 1 contract

Samples: Merger Agreement (Southridge Technology Group, Inc.)

Compliance with Laws and Other Instruments. The execution, delivery and performance by Parent and/or Acquisition Corp. of this Agreement, the Certificate of Merger Documents and the other agreements to be made by Parent or Acquisition Corp. pursuant to or in connection with this Agreement or the Certificate of Merger Documents and the consummation by Parent and/or Acquisition Corp. of the transactions contemplated by the Merger Documents will not cause Parent and/or Acquisition Corp. to violate or contravene (ai) any provision of law, (bii) any rule or regulation of any agency or government, (ciii) any order, judgment or decree of any court court, or (dv) any provision of their respective charters certificates of incorporation or Byby-laws as amended and in effect on and as of the Closing Date Date, and will not violate or be in conflict with, result in a breach of or constitute (with or without notice or lapse of time, or both) a default under any material indenture, loan or credit agreement, deed of trust, mortgage, security agreement or other agreement or contract to which Parent or Acquisition Corp. is a party or by which Parent and/or Acquisition Corp. or any of their respective properties is bound.

Appears in 1 contract

Samples: Merger Agreement (XCel Brands, Inc.)

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