Common use of Conflicts; Consents of Third Parties Clause in Contracts

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser of this Agreement, the consummation of the transactions contemplated hereby, or the compliance by Purchaser with any of the provisions hereof will conflict with, or 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 or cancellation under, any provision of (i) the certificate of formation (or other organizational and governing documents) of Purchaser, (ii) any Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Entity applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law.

Appears in 4 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Northland Cable Properties Seven Limited Partnership), Asset Purchase Agreement (Northland Cable Properties Seven Limited Partnership)

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Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser of this AgreementAgreement or the Ancillary Agreements, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or 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 or cancellation under, any provision of (i) the certificate of formation (or other organizational incorporation and governing documents) bylaws of Purchaser, ; (ii) any material Contract or Permit to which Purchaser is a party or by which Purchaser or its any of the properties or assets of Purchaser are bound, ; (iii) any Order of any Governmental Entity applicable to Purchaser or by which any of the properties or assets of Purchaser are bound bound; or (iv) any applicable Law.

Appears in 3 contracts

Samples: Asset Purchase Agreement (World Moto, Inc.), Asset Purchase Agreement (Net Profits Ten Inc.), Asset Purchase Agreement (Cicero Inc)

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser it of this Agreement, the consummation by it of the transactions contemplated hereby, hereby or the compliance by Purchaser it with any of the provisions hereof will conflict with, or 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 or cancellation under, any provision of (i) the certificate of formation (charter or other organizational and governing documents) documents of Purchaserit, (ii) any Contract material contract or Permit agreement to which Purchaser it is a party or by which Purchaser it or its properties or assets are bound, (iii) any Order of any Governmental Entity applicable to Purchaser it or by which any of the its properties or assets of Purchaser are bound or (iv) any applicable Law.

Appears in 2 contracts

Samples: Cooperation Agreement (Penske Automotive Group, Inc.), Cooperation Agreement (Penske Automotive Group, Inc.)

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser of this AgreementAgreement or the Purchaser Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or result in any violation of or breach of, conflict with or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, under any provision of (i) the certificate of formation (incorporation and by-laws or other comparable organizational and governing documents) documents of Purchaser, (ii) any material Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Entity applicable to Purchaser or by which any of the properties or assets of Purchaser are bound bound, (iii) any Order applicable to Purchaser, or (iv) any applicable Law.

Appears in 2 contracts

Samples: Master Transaction Agreement (Avatar Holdings Inc), Master Transaction Agreement (Avatar Holdings Inc)

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser of this AgreementAgreement or the Purchaser Documents, the consummation of the transactions contemplated herebyTransactions, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or 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 or cancellation under, under any provision of (i) the certificate of formation (or other organizational and governing documents) the company agreement of Purchaser, (ii) any Contract or Contract, Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Entity Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Key Energy Services Inc)

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by the Purchaser of this Agreementthe Purchaser Documents, the consummation of the transactions contemplated herebythereby, or the compliance by the Purchaser with any of the provisions hereof thereof will conflict with, or 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 or cancellation under, under any provision of (i) the certificate memorandum and articles of formation (or other organizational and governing documents) association of the Purchaser, ; (ii) any Contract Contract, or Permit to which the Purchaser is a party or by which Purchaser or its any of the properties or assets of the Purchaser are bound, ; (iii) any Order of any Governmental Entity Body applicable to the Purchaser or by which any of the properties or assets of the Purchaser are bound bound; or (iv) any applicable Law.

Appears in 1 contract

Samples: Share Purchase Agreement (Archipelago Learning, Inc.)

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser of this AgreementAgreement or the Purchaser Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or 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 or cancellation under, under any provision of (i) the certificate of formation (or other organizational incorporation and governing documents) by-laws of Purchaser, (ii) any Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Entity Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lehman Brothers Holdings Inc)

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser of this AgreementAgreement or the Purchaser Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or 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 or cancellation under, under any provision of (i) the certificate of formation (or other organizational and governing documents) of Purchaser’s Organizational Documents, (ii) any Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Entity applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iviii) any applicable Law.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Sco Group Inc)

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Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser each Shareholder of this AgreementAgreement or the Shareholder Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance performance by Purchaser with any such Shareholder of the provisions hereof its obligations hereunder or thereunder will conflict with, or result in any violation of or breach of, conflict with or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, any provision of under (i) to the certificate extent that such Shareholder is not a natural person, the organizational documents of formation (or other organizational and governing documents) of Purchaser, such Shareholder; (ii) any Contract Contract, or Permit to which Purchaser such Shareholder is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Entity applicable to Purchaser or by which any of the properties or assets of Purchaser such Shareholder are bound bound; (iii) any Order of any Governmental Body applicable to such Shareholder or any of the properties or assets of such Shareholder; or (iv) any applicable Law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Duke Energy CORP)

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser of this AgreementAgreement and of the Purchaser Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or 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 or cancellation under, under any provision of (i) the certificate of formation (or other organizational incorporation and governing documents) by-laws of Purchaser, ; (ii) any Contract or Permit to which Purchaser is a party or by which Purchaser or its any of the properties or assets of Purchaser are bound, ; (iii) any Order of any Governmental Entity Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound bound; or (iv) any applicable Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (DXP Enterprises Inc)

Conflicts; Consents of Third Parties. (a) None of the execution and delivery by Purchaser of this Agreement, the consummation of the transactions contemplated hereby, or the compliance by Purchaser with any of the provisions hereof will conflict with, or 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 or cancellation under, any provision of (i) the certificate of formation incorporation (or other organizational and or governing documents) of Purchaser, (ii) any Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Entity Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Strategic Diagnostics Inc/De/)

Conflicts; Consents of Third Parties. (a) None Except as set forth on Schedule 4.3, none of the execution and delivery by Purchaser of this AgreementAgreement or the Purchaser Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or 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 or cancellation under, under any provision of (i) the certificate of formation (or other organizational and governing documents) Governing Documents of Purchaser, (ii) any Contract or Permit to which Purchaser is a party Party or by which Purchaser or its properties or assets are bound, ; (iii) any Order of any Governmental Entity Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law.

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Tetra Technologies Inc)

Conflicts; Consents of Third Parties. (a) None Except as set forth on Schedule 6.3(a), none of the execution and delivery by Purchaser of this Agreement, the consummation of the transactions contemplated hereby, or the compliance by Purchaser with any of the provisions hereof will conflict with, or 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 or cancellation under, any provision of (i) the certificate of formation (or other organizational incorporation and governing documents) by-laws of Purchaser, (ii) any Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Entity Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bell Industries Inc /New/)

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