Consents and Approvals; Non-Contravention. The execution and delivery by Shareholder of this Agreement and the performance of his obligations hereunder require no action by or in respect of, or filing with, any Governmental Authority, other than any actions or filings the absence of which would not be reasonably expected to, individually or in the aggregate, prevent, materially delay or impair the performance by Shareholder of any of his obligations under this Agreement on a timely basis. Neither the execution and delivery of this Agreement by Shareholder, nor the performance by Shareholder of his obligations hereunder will, (i) contravene, conflict with or result in a violation or breach of any provision of any applicable Law, or (ii) result in the creation or imposition of any Lien on any Shareholder Shares affecting the right to tender or vote such shares as contemplated by Section 1 or Section 2(a), as applicable.
Appears in 4 contracts
Samples: Tender and Support Agreement (Telecommunication Systems Inc /Fa/), Tender and Support Agreement (Comtech Telecommunications Corp /De/), Tender and Support Agreement (Comtech Telecommunications Corp /De/)
Consents and Approvals; Non-Contravention. The execution and delivery by Shareholder of this Agreement and the performance of his its obligations hereunder require no action by or in respect of, or filing with, any Governmental AuthorityEntity, other than any actions or filings the absence of which would not be reasonably expected to, individually or in the aggregate, prevent, materially delay or impair the performance by Shareholder of any of his its obligations under this Agreement on a timely basis. Neither the execution and delivery of this Agreement by Shareholder, nor the performance by Shareholder of his its obligations hereunder willwill (i) contravene, conflict with, or result in any violation or breach of any provision of the certificate of formation or other governing documents of Shareholder, (iii) contravene, conflict with or result in a violation or breach of any provision of any applicable Law, or (iiiii) result in the creation or imposition of any Lien on any Shareholder Shares affecting the right to tender or vote such shares as contemplated by Section 1 or Section 2(a1(a), as applicable.
Appears in 2 contracts
Samples: Voting Agreement and Irrevocable Proxy (Omega Healthcare Investors Inc), Voting Agreement and Irrevocable Proxy (Aviv Reit, Inc.)