Common use of Consents; No Violations, Etc Clause in Contracts

Consents; No Violations, Etc. The execution and delivery of this Agreement do not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to Purchaser, (ii) conflict with any provision of the articles of incorporation or bylaws of Purchaser, (iii) conflict with any material Contract to which Purchaser is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with Purchaser’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for such approvals, authorizations, consents, licenses, exemptions, filings or registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with Purchaser’s performance of its obligations hereunder.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Evoke Pharma Inc), Asset Purchase Agreement (Evoke Pharma Inc), Asset Purchase Agreement (Evoke Pharma Inc)

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Consents; No Violations, Etc. The execution and delivery of this Agreement do not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to PurchaserBuyer, (ii) conflict with any provision of the articles certificate of incorporation or bylaws by-laws of PurchaserBuyer, (iii) conflict with any material Contract contract to which Purchaser Buyer is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, other than approval of the FTC, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with PurchaserBuyer’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for the Order and such approvals, authorizations, consents, licenses, exemptions, filings or registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with PurchaserBuyer’s performance of its obligations hereunder.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Impax Laboratories Inc), Asset Purchase Agreement (Impax Laboratories Inc), Asset Purchase Agreement (Sagent Pharmaceuticals, Inc.)

Consents; No Violations, Etc. The Except as set forth on Schedule 6.3, the execution and delivery of this Agreement do not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to Purchasereither Company or Buyer, (ii) conflict with any provision of the articles certificate of incorporation or bylaws by-laws of Purchasereither Company or Buyer, (iii) conflict with any material Contract contract to which Purchaser either Company or Buyer is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with Purchasereither Company’s or Buyer’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for such approvals, authorizations, consents, licenses, exemptions, filings or registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with Purchasereither Company’s or Buyer’s performance of its obligations hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sagebrush Gold Ltd.), Asset Purchase Agreement (American Energy Fields, Inc.)

Consents; No Violations, Etc. The execution and delivery of this Agreement do does not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to PurchaserBuyer or Parent, (ii) conflict with any provision of the articles certificate of incorporation or bylaws by-laws of PurchaserBuyer or Parent, (iii) conflict with any material Contract contract to which Purchaser either Buyer or Parent is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with PurchaserBuyer’s or Parent’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for such approvals, authorizations, consents, licenses, exemptions, filings or registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with PurchaserBuyer’s or Parent’s performance of its obligations hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Great West Resources, Inc.), Asset Purchase Agreement (World Surveillance Group Inc.)

Consents; No Violations, Etc. The execution execution, delivery and delivery performance of this Agreement do not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to PurchaserBuyer, (ii) conflict with any provision of the articles certificate of incorporation or bylaws by-laws of PurchaserBuyer, (iii) conflict with any material Contract contract to which Purchaser Buyer is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, other than approval of the FTC, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with PurchaserBuyer’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for the Order and such approvals, authorizations, consents, licenses, exemptions, filings or registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with PurchaserBuyer’s performance of its obligations hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (DR Reddys Laboratories LTD), Asset Purchase Agreement (DR Reddys Laboratories LTD)

Consents; No Violations, Etc. The execution and delivery of this Agreement do does not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to Purchasereither Company or Buyer, (ii) conflict with any provision of the articles certificate of incorporation or bylaws by-laws of Purchasereither Company or Buyer, (iii) conflict with any material Contract contract to which Purchaser either Company or Buyer is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with Purchasereither Company’s or Buyer’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for such approvals, authorizations, consents, licenses, exemptions, filings or registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with Purchasereither Company’s or Buyer’s performance of its obligations hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Yappn Corp.)

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Consents; No Violations, Etc. The execution and delivery of this Agreement do not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to PurchaserBuyer, (ii) conflict with any provision of the articles certificate of incorporation or bylaws by-laws of PurchaserBuyer, (iii) conflict with any material Contract to which Purchaser Buyer is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with PurchaserBuyer’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for such approvals, authorizations, consents, licenses, exemptions, filings or CONFIDENTIAL TREATMENT REQUESTED registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with PurchaserBuyer’s performance of its obligations hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Xcel Pharmaceuticals Inc)

Consents; No Violations, Etc. The execution and delivery of this Agreement do not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to PurchaserBuyer, (ii) conflict with any provision of the articles certificate of incorporation or bylaws by-laws of PurchaserBuyer, (iii) conflict with any material Contract contract to which Purchaser Buyer is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with PurchaserBuyer’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for such approvals, authorizations, consents, licenses, exemptions, filings or registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with PurchaserBuyer’s performance of its obligations hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Next 1 Interactive, Inc.)

Consents; No Violations, Etc. The execution and delivery of this Agreement do not, and the consummation of the transactions contemplated hereby and the compliance with the terms hereof will not (i) violate any Governmental Rule applicable to Purchasereither Company or Buyer, (ii) conflict with any provision of the articles certificate of incorporation or bylaws by-laws of Purchasereither Company or Buyer, (iii) conflict with any material Contract contract to which Purchaser either Company or Buyer is a party or by which it is otherwise bound or (iv) require any approval, authorization, consent, license, exemption, filing or registration with any court, arbitrator or Governmental Entity, except with respect to the foregoing clauses (i) and (iii), for such violations or conflicts which would not materially interfere with Purchasereither Company’s or Buyer’s performance of its obligations hereunder or, with respect to the foregoing clause (iv), for such approvals, authorizations, consents, licenses, exemptions, filings or registrations which have been obtained or made or which, if not obtained or made, would not materially interfere with Purchasereither Company’s or Buyer’s performance of its obligations hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Biozone Pharmaceuticals, Inc.)

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