CONFLICTS; BREACH Sample Clauses

CONFLICTS; BREACH. Except as set forth on EXHIBIT BBB attached hereto, neither the execution or delivery of this Agreement by any Meditrust Entity nor the performance by the Meditrust Entities of their obligations hereunder conflicts or will conflict with or results or will result in a breach of or constitutes or will constitute a default under (i) any of the Organizational Documents or any of the Lease Documents, (ii) to the best of the Meditrust Parties' knowledge, subject to obtaining the Connecticut Consents and complying with the HSR Act, any law, ordinance, rule or regulation or any order, writ, injunction or decree of any court, arbitrator or Governmental Authority, or (iii) subject to obtaining the Marlton Consent and the HUD Consents, any agreement or instrument to which the any of the Meditrust Entities is a party or, to the best of the Meditrust Parties' knowledge, by which any Meditrust Entity is bound or results in the creation or imposition of any lien, charge or encumbrance upon any property of any Meditrust Entity pursuant to any such agreement or instrument.
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CONFLICTS; BREACH. Neither the execution or delivery of this Agreement by any Seller nor the performance by the Sellers of their obligations hereunder conflicts or will conflict with or results or will result in a breach of or constitutes or will constitute a default under (i) any organizational documents of any Seller, (ii) to the best of the Sellers’ knowledge, any law, ordinance, rule or regulation or any order, writ, injunction or decree of any court, arbitrator or Governmental Authority, in each case to the extent applicable to any Seller or (iii) subject to (x) obtaining the Consents and the Financing Assignment and Assumption Documents to be executed by ▇▇▇▇▇▇▇, prepaying the applicable Financing Documents or withdrawing the applicable Properties from this transaction in accordance with the provisions of Section 10.2 and (y) sending the Orleans Groundwater Discharge Permit Assignment to the Massachusetts DEP, any agreement or instrument to which any of the Sellers is a party or, to the best of the Sellers’ knowledge, by which any Seller is bound or results in the creation or imposition of any lien, charge or encumbrance upon any property of any Seller pursuant to any such agreement or instrument.
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Related to CONFLICTS; BREACH

  • Conflicts; Defaults The execution and delivery of this Agreement by the Company and the performance by the Company of the transactions and obligations contemplated hereby to be performed by it will not (i) materially violate, conflict with, or constitute a default under any of the terms or provisions of, the Certificate of Incorporation, the bylaws, or any provisions of, or result in the acceleration of any obligation under, any material contract, note, debt instrument, security agreement, or other instrument to which the Company is a party or by which the Company, or any of their assets is bound (collectively, the “Material Agreements”); (ii) result in the creation or imposition of any Liens or claims upon the Company’s assets or upon the Company’s Common Stock; (iii) assuming the accuracy of the Investor’s representations in Section 4.2, constitute a material violation of any law, statute, judgment, decree, order, rule, or regulation of a Governmental Authority applicable to the Company; or (iv) constitute an event which, after notice or lapse of time or both, would result in any of the foregoing. The Company is not presently in violation of its Certificate of Incorporation or bylaws.

  • No Conflicts or Defaults The execution and delivery of this Agreement by the Company and the consummation of the transactions contemplated hereby do not and shall not (a) contravene the Certificate of Incorporation or By-laws of the Company or (b) with or without the giving of notice or the passage of time (i) violate, conflict with, or result in a breach of, or a default or loss of rights under, any material covenant, agreement, mortgage, indenture, lease, instrument, permit or license to which the Company is a party or by which the Company is bound, or any judgment, order or decree, or any law, rule or regulation to which the Company is subject, (ii) result in the creation of, or give any party the right to create, any lien, charge, encumbrance or any other right or adverse interest (“Liens”) upon any of the assets of the Company, (iii) terminate or give any party the right to terminate, amend, abandon or refuse to perform, any material agreement, arrangement or commitment to which the Company is a party or by which the Company’s assets are bound, or (iv) accelerate or modify, or give any party the right to accelerate or modify, the time within which, or the terms under which, the Company is to perform any duties or obligations or receive any rights or benefits under any material agreement, arrangement or commitment to which it is a party.

  • No Conflict, Breach, Violation or Default The execution, delivery and performance of the Transaction Documents by the Company and the issuance and sale of the Securities will not conflict with or result in a breach or violation of any of the terms and provisions of, or constitute a default under (i) the Company’s Articles of Incorporation or the Company’s Bylaws, both as in effect on the date hereof (true and complete copies of which have been made available to the Investor through the ▇▇▇▇▇ system), or (ii)(a) any statute, rule, regulation or order of any governmental agency or body or any court, domestic or foreign, having jurisdiction over the Company, any Subsidiary or any of their respective assets or properties, or (b) any agreement or instrument to which the Company or any Subsidiary is a party or by which the Company or a Subsidiary is bound or to which any of their respective assets or properties is subject.

  • No Conflicts or Violations None of the (i) offering, issuance and sale by the Partnership and EPO of the Securities, (ii) the execution, delivery and performance of this Agreement, the Indenture and the Securities by the Enterprise Parties that are parties hereto or thereto, or (iii) consummation of the transactions contemplated hereby and thereby (A) conflicts or will conflict with or constitutes or will constitute a violation of the certificate of limited partnership or agreement of limited partnership, certificate of formation or limited liability company agreement, certificate or articles of incorporation or bylaws or other organizational documents of any of the Partnership Entities, (B) conflicts or will conflict with or constitutes or will constitute a breach or violation of, or a default (or an event that, with notice or lapse of time or both, would constitute such a default) under, any indenture, mortgage, deed of trust, loan agreement, lease or other agreement or instrument to which any of the Partnership Entities is a party or by which any of them or any of their respective properties or assets may be bound, (C) violates or will violate any statute, law or regulation or any order, judgment, decree or injunction of any court, arbitrator or governmental agency or body having jurisdiction over any of the Partnership Entities or any of their respective properties or assets, or (D) results or will result in the creation or imposition of any lien, charge or encumbrance upon any property or assets of any of the Partnership Entities, which conflicts, breaches, violations, defaults or liens, in the case of clauses (B) or (D), would, individually or in the aggregate, have a Material Adverse Effect or would materially impair the ability of any of the Enterprise Parties to perform their obligations under this Agreement.

  • Conflicts Between Terms If this Contract conflicts with an applicable local, state, or federal law, regulation, or court order, applicable local, state, or federal law, regulation, or court order shall control. Varying degrees of stringency among the main body of this Contract, the exhibits or attachments, and laws, regulations, or orders are not deemed conflicts, and the most stringent requirement shall control. Each party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this Contract.