Common use of Conflict with Other Agreements; Approvals Clause in Contracts

Conflict with Other Agreements; Approvals. The execution and delivery of this Agreement does not, and the consummation of the transactions contemplated hereby will not result in any violation of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination, cancellation or acceleration of any obligation or the loss of a material benefit under, or the creation of any Encumbrance on assets (any such conflict, violation, default, right of termination, cancellation or acceleration, loss or creation, a “violation”) pursuant to any provision of the Articles of Incorporation or Bylaws or any organizational document of Enviro or its subsidiaries or, result in any violation of any loan or credit agreement, note, mortgage, indenture, lease, benefit plan or other agreement, obligation, instrument, Permit (as defined in Section 3.23), concession, judgment, order, decree, statute, law, ordinance, rule or regulation applicable to Enviro which violation is reasonably likely to have a material adverse effect on Enviro taken as a whole. No consent, approval, order or authorization of, or registration, declaration or filing with, any court, administrative agency or commission or other governmental authority or instrumentality, domestic, or foreign (a “Governmental Entity”) is required by or with respect to Enviro in connection with the execution and delivery of this Agreement by Enviro or the consummation by Enviro of the transactions contemplated hereby, except as contemplated by this Agreement or required under the Securities Act of 1933, as amended (the “Securities Act”), and applicable state securities laws.

Appears in 2 contracts

Samples: Share Exchange Agreement (Ecoark Holdings, Inc.), Share Exchange Agreement (Enviro Technologies U.S., Inc.)

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Conflict with Other Agreements; Approvals. The execution and delivery of this Agreement does not, and the consummation of the transactions contemplated hereby will not result in any violation of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination, cancellation or acceleration of any obligation or the loss of a material benefit under, or the creation of any Encumbrance on assets (any such conflict, violation, default, right of termination, cancellation or acceleration, loss or creation, a “violation”) pursuant to any provision of the Articles of Incorporation or Bylaws or any organizational document of Enviro Fortium or its subsidiaries or, result in any violation of any loan or credit agreement, note, mortgage, indenture, lease, benefit plan or other agreement, obligation, instrument, Permit (as defined in Section 3.23), concession, judgment, order, decree, statute, law, ordinance, rule or regulation applicable to Enviro Fortium which violation is reasonably likely to have a material adverse effect on Enviro Fortium taken as a whole. No consent, approval, order or authorization of, or registration, declaration or filing with, any court, administrative agency or commission or other governmental authority or instrumentality, domestic, or foreign (a “Governmental Entity”) is required by or with respect to Enviro Fortium in connection with the execution and delivery of this Agreement by Enviro Fortium or the consummation by Enviro Fortium of the transactions contemplated hereby, except as contemplated by this Agreement or required under the Securities Act of 1933, as amended (the “Securities Act”), and applicable state securities laws. Without limiting the generality of the foregoing, this Agreement and the transactions contemplated hereby will not adversely affect Permits to operate cannabis dispensaries issued by state and local governments in California which Fortium (or a subsidiary) has acquired or intends to acquire under existing agreements.

Appears in 2 contracts

Samples: Share Exchange Agreement (Fortium Holdings Corp.), Share Exchange Agreement (Ecoark Holdings, Inc.)

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