Effect of Agreement, Etc. The execution, delivery and performance of this Agreement by Seller, and the consummation by Seller of the transactions contemplated hereby, will not, with or without the giving of notice and the lapse of time, or both, (a) violate any provision of law, statute, ordinance, rule, regulation or executive order to which Seller is subject; (b) violate any judgment, order, writ or decree of any court, arbitrator or governmental authority applicable to Seller; or (c) result in the breach of or conflict with any term, covenant, condition or provision of, result in the modification or termination of, constitute a default under, or result in the creation or imposition of any Lien upon any of the Transferred Assets pursuant to, Seller's Partnership Agreement or Certificate, or any commitment, contract, agreement or instrument, including any of the Membership Agreements or Contracts, to which Seller is a party or by which any of the Transferred Assets is or may be bound or affected.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Sports Club Co Inc), Agreement of Purchase and Sale (Sports Club Co Inc)
Effect of Agreement, Etc. The execution, delivery and performance of this Agreement by Seller, and the consummation by Seller of the transactions contemplated hereby, will not, with or without the giving of notice and the lapse of time, or both, (a) violate any provision of law, statute, ordinance, rule, regulation or executive order to which Seller is subject; (b) violate any judgment, order, writ or decree of any court, arbitrator or governmental authority applicable to Seller; or (c) result in the breach of or conflict with any term, covenant, condition or provision of, result in the modification or termination of, constitute a default under, or result in the creation or imposition of any Lien upon any of the Transferred Assets pursuant to, Seller's Partnership Agreement or CertificateCertificate or the LLC's Charter Documents, or any commitment, contract, agreement or instrument, including any of the Membership Agreements or Contracts, to which Seller is a party or by which any of the Transferred Assets is or may be bound or affected.
Appears in 2 contracts
Samples: Agreement of Purchase and Sale (Sports Club Co Inc), Purchase and Sale Agreement (Sports Club Co Inc)