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

Conflict with Other Agreements; Approvals. The execution and delivery of this Agreement by TeleSpectrum does not, and the consummation of the transactions contemplated hereby will not, (i) violate or conflict with the Certificate of Incorporation or Bylaws of TeleSpectrum or the comparable organizational documents of any TeleSpectrum Subsidiary, (ii) constitute a breach or default (or an event that with notice or lapse of time or both would become a breach or default) or give rise to any Lien, third party right of termination, cancellation, material modification or acceleration, or loss of any benefit, under any contract to which TeleSpectrum or any TeleSpectrum Subsidiary is a party or by which it is bound, or (iii) subject to the consents, approvals, orders, authorizations, filings, declarations and registrations specified in Section 3.7 or in the TELESPECTRUM SCHEDULE in response thereto, conflict with or result in a violation of any permit, concession, franchise or license or any law, rule or regulation applicable to TeleSpectrum or any of the TeleSpectrum Subsidiaries or any of their properties or assets, except, in the case of clauses (ii) and (iii), for any such breaches, defaults, Liens, third party rights, cancellations, modifications, accelerations or losses of benefits, conflicts or violations which would not have a TeleSpectrum Material Adverse Effect and do not impair the ability of the TeleSpectrum to perform its obligations under this Agreement or prevent or delay the consummation of any of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Telespectrum Worldwide Inc)

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Conflict with Other Agreements; Approvals. The execution and delivery of this Agreement by TeleSpectrum does not, and the consummation of the transactions contemplated hereby will not, (i) violate or conflict with the Certificate of Incorporation or Bylaws of TeleSpectrum or the comparable organizational documents of any TeleSpectrum Subsidiary, (ii) constitute a breach or default (or an event that with notice or lapse of time or both would become a breach or default) or give rise to any Lien, third party right of termination, cancellation, material modification or acceleration, or loss of any benefit, under any contract to which TeleSpectrum or any TeleSpectrum Subsidiary is a party or by which it is bound, or (iii) subject to the consents, approvals, orders, authorizations, filings, declarations and registrations specified in Section 3.7 or in the TELESPECTRUM SCHEDULE TeleSpectrum Schedule in response thereto, conflict with or result in a violation of any permit, concession, franchise or license or any law, rule or regulation applicable to TeleSpectrum or any of the TeleSpectrum Subsidiaries or any of their properties or assets, except, in the case of clauses (ii) and (iii), for any such breaches, defaults, Liens, third party rights, cancellations, modifications, accelerations or losses of benefits, conflicts or violations which would not have a TeleSpectrum Material Adverse Effect and do not impair the ability of the TeleSpectrum to perform its obligations under this Agreement or prevent or delay the consummation of any of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (International Data Response Corp)

Conflict with Other Agreements; Approvals. The execution and delivery of this Agreement by TeleSpectrum does do not, and the consummation of the transactions contemplated hereby will not, (i) violate or conflict with the Certificate of Incorporation Company's charter or Bylaws of TeleSpectrum bylaws or the comparable organizational documents of any TeleSpectrum Subsidiaryof its Subsidiaries, or (ii) constitute a breach or default (or an event that with notice or lapse of time or both would become a breach or default) or give rise to any Lien, third party right of termination, cancellation, material modification or acceleration, or loss of any benefit, under any contract Contract (hereinafter defined) to which TeleSpectrum the Company or any TeleSpectrum Subsidiary of the Company is a party or by which it is bound, or (iii) subject to the consents, approvals, orders, authorizations, filings, declarations and registrations specified in Section 3.7 2.7 or in the TELESPECTRUM COMPANY SCHEDULE in response thereto, conflict with or result in a violation of any permit, concession, franchise or license or any law, rule or regulation applicable to TeleSpectrum the Company or any of the TeleSpectrum its Subsidiaries or any of their properties or assets, except, in the case of clauses (ii) and (iii), for any such breaches, defaults, Liensliens, third party rights, cancellations, modifications, accelerations or losses of benefits, conflicts or violations which would not have a TeleSpectrum Company Material Adverse Effect and do not materially impair the ability of the TeleSpectrum Company to perform its obligations under this Agreement or prevent or materially delay the consummation of any of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Telespectrum Worldwide Inc)

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Conflict with Other Agreements; Approvals. The execution and delivery of this Agreement by TeleSpectrum does do not, and the consummation of the transactions contemplated hereby will not, (i) violate or conflict with the Certificate of Incorporation Company's charter or Bylaws of TeleSpectrum bylaws or the comparable organizational documents of any TeleSpectrum Subsidiaryof its Subsidiaries, or (ii) constitute a breach or default (or an event that with notice or lapse of time or both would become a breach or default) or give rise to any Lien, third party right of termination, cancellation, material modification or acceleration, or loss of any benefit, under any contract Contract (hereinafter defined) to which TeleSpectrum the Company or any TeleSpectrum Subsidiary of the Company is a party or by which it is bound, or (iii) subject to the consents, approvals, orders, authorizations, filings, declarations and registrations specified in Section 3.7 2.7 or in the TELESPECTRUM SCHEDULE Company Schedule in response thereto, conflict with or result in a violation of any permit, concession, franchise or license or any law, rule or regulation applicable to TeleSpectrum the Company or any of the TeleSpectrum its Subsidiaries or any of their properties or assets, except, in the case of clauses (ii) and (iii), for any such breaches, defaults, Liensliens, third party rights, cancellations, modifications, accelerations or losses of benefits, conflicts or violations which would not have a TeleSpectrum Company Material Adverse Effect and do not materially impair the ability of the TeleSpectrum Company to perform its obligations under this Agreement or prevent or materially delay the consummation of any of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (CRW Financial Inc /De)

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