EFFECT OF SALE OF SALE SHARES Sample Clauses

EFFECT OF SALE OF SALE SHARES. Neither the acquisition of the Sale Shares by the Buyer, nor compliance with the terms of this agreement will: 15.1. cause the Company to lose the benefit of any asset, right or privilege it presently enjoys and which is material to the Business; or 15.2. relieve any person of any material obligation to the Company (whether contractual or otherwise), or enable any person to determine any such obligation or any right or benefit enjoyed by the Company, or to exercise any other material adverse right in respect of the Company; or 15.3. result in any Material Counterparty being entitled to cease dealing with the Company, or materially reducing its level of business, or materially changing the terms on which it deals, with the Company; or 15.4. result in the loss or material impairment of, or any default under, any licence, authorisation or consent required by the Company for the purposes of the Business; or 15.5. result in any officer or senior employee (being an employee with a basic salary in excess of £50,000) leaving the Company; or 15.6. result in the creation, imposition, crystallisation or enforcement of any Encumbrance on any of the assets of the Company; or 15.7. result in any present or future indebtedness of the Company becoming due and payable, or capable of being declared due and payable prior to its stated maturity date, or cause any Financial Facility to be terminated or withdrawn; or 15.8. entitle any person to receive from the Company any finders fee, brokerage or other commission in connection with the Transaction; or 15.9. give rise to, or cause to become exercisable, any right of pre-emption over the Sale Shares; or 15.10. entitle any person to acquire, or affect the entitlement of any person to acquire, shares in the Company, but without the Warrantors having made enquiry of any supplier, customer or employee.
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EFFECT OF SALE OF SALE SHARES. Neither the acquisition of the Sale Shares by the Buyer nor compliance with the terms of this Agreement will: (a) so far as the Seller is aware, cause the Company to lose the benefit of any right or privilege it presently enjoys; or (b) relieve any person of any legal obligation to the Company (whether contractual or otherwise), or enable any person to determine any such obligation or any right or benefit enjoyed by the Company, or to exercise any right in respect of the Company.
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EFFECT OF SALE OF SALE SHARES. 26.1 Neither the acquisition of the Sale Shares by the Buyer nor compliance with the terms of this agreement will: 26.1.1 cause the Company or any of the Subsidiaries to lose the benefit of any right or privilege it presently enjoys; or 26.1.2 relieve any person of any obligation to the Company or any of the Subsidiaries (whether contractual or otherwise), or enable any person to determine any such obligation or any right or benefit enjoyed by the Company or any of the Subsidiaries, or to exercise any right in respect of the Company or any of the Subsidiaries; or 26.1.3 so far as the Sellers are aware (without having investigated the same)result in any officer or senior Employee leaving the Company or any of the Subsidiaries or receiving any payment or benefit.
Sample 1
EFFECT OF SALE OF SALE SHARES. So far as the Warrantors are aware, neither the acquisition of the Sale Shares by the Buyer, nor compliance with the terms of this agreement will: (a) cause the Company or any of the Subsidiaries to lose the benefit of any asset, right or privilege it presently enjoys; or (b) relieve any person of any obligation to the Company or any of the Subsidiaries (whether contractual or otherwise), or enable any person to determine any such obligation or any right or benefit enjoyed by the Company or any of the Subsidiaries, or to exercise any other right in respect of the Company or any of the Subsidiaries; or (c) result in any customer, client or supplier being entitled to cease dealing with the Company or any of the Subsidiaries, or reducing its level of business, or changing the terms on which it deals, with the Company or any of the Subsidiaries; or (d) result in the loss or impairment of, or any default under, any licence, authorisation or consent required by the Company or any of the Subsidiaries for the purposes of the Business; or (e) so far as the Warrantors are aware and without having made any enquiry, result in any officer or senior employee (being an employee with remuneration of more than £30,000 per annum) voluntarily leaving the employment of the Company or any of the Subsidiaries; or (f) result in the creation, imposition, crystallisation or enforcement of any Encumbrance on any of the assets of the Company or any of the Subsidiaries; or (g) result in any present or future indebtedness of the Company or any of the Subsidiaries becoming due and payable, or capable of being declared due and payable prior to its stated maturity date, or cause any Financial Facility to be terminated or withdrawn; or (h) entitle any person to receive from the Company or any of the Subsidiaries any finders fee, brokerage or other commission in connection with the Transaction; or (i) give rise to, or cause to become exercisable, any right of pre-emption over the Sale Shares; or (j) entitle any person to acquire, or affect the entitlement of any person to acquire, shares in the Company.
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EFFECT OF SALE OF SALE SHARES. Compliance with the terms of this Agreement does not and will not:
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EFFECT OF SALE OF SALE SHARES. 27.1 The acquisition of the Sale Shares by the Buyer will not: (a) give rise to, or cause to become exercisable, any right of pre-emption over the Sale Shares; or (b) entitle any person to receive from the Company any finder’s fee, brokerage or other commission in connection with the purchase of the Sale Shares by the Buyer; or (c) to the actual knowledge of the Sellers result in any customer or supplier ceasing dealing with the Company or reducing substantially its existing level of business or to change the terms on which it deals with the Company; or (d) to the actual knowledge of the Sellers result in any officer or senior Employee leaving the Company or any of its Subsidiaries; or (e) result in the creation, imposition, crystallisation or enforcement of any Encumbrance on any of the assets of the Company or its Subsidiaries; or (f) result in any present indebtedness of the Company becoming due and payable, or capable of being declared due and payable, prior to its stated maturity date or in any financial facility of the Company or any of its Subsidiaries being withdrawn.
Sample 1
EFFECT OF SALE OF SALE SHARES. Neither the acquisition of the Sale Shares by the Buyer nor compliance with the terms of this agreement will: (a) cause the Company or its Subsidiary to lose the benefit of any right or privilege it presently enjoys; or (b) relieve any person of any obligation to the Company or any of its Subsidiary (whether contractual or otherwise), or enable any person to determine any such obligation or any right or benefit enjoyed by the Company or its Subsidiary, or to exercise any right in respect of the Company or its Subsidiary; or (c) give rise to, or cause to become exercisable, any right of pre-emption over the Sale Shares; or (d) entitle any person to receive from the Company or its Subsidiary any finder's fee, brokerage or other commission in connection with the purchase of the Sale Shares by the Buyer; or (e) so far as the Sellers are aware (without making specific enquiry of its employees), result in any officer or senior Employee leaving the Company or its Subsidiary; or (f) result in a breach of contract, law, regulation, order, judgment, injunction, undertaking, decree or other like imposition; or (g) result in the loss or impairment of or any default under any licence, authorisation or consent required by the Company or of its Subsidiary for the purposes of its business; or (h) the creation, imposition, crystallisation or enforcement of any Encumbrance on any of the assets of the Company or its Subsidiary; or (i) any present or future indebtedness of the Company becoming due and payable, or capable of being declared due and payable, prior to its stated maturity date or in any financial facility of the Company or its Subsidiary being withdrawn.
Sample 1
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EFFECT OF SALE OF SALE SHARES. 25.1 Neither the acquisition of the Sale Shares by the Buyer or compliance with the terms of this agreement will: 25.1.1 so far as the Warrantors are aware, cause any Target Group Company to lose the benefit of any right or privilege which is material to its business and which it presently enjoys; 25.1.2 relieve any person of any obligation to a Target Group Company (whether contractual or otherwise), or enable any person to determine any such obligation or any right or benefit enjoyed by a Target Group Company, or to exercise any right in respect of a Target Group Company; 25.1.3 give rise to, or cause to become exercisable, any right of pre-emption over the Sale Shares, other than pursuant to the articles of association of the Company; 25.1.4 entitle any person to receive from a Target Group Company any finder’s fee, brokerage or other commission; 25.1.5 result in any customer or supplier being entitled to cease dealing with a Target Group Company or to reduce substantially its existing level of business or to change the terms on which it deals with any Target Group Company; 25.1.6 result in any Employee or Director: 25.1.6.1 becoming entitled to any payment, enhancement of benefits or change in terms and conditions as a result or in connection with the Transaction; or 25.1.6.2 so far as the Warrantors are aware (having made no enquiry of any Employee or Director), leaving the relevant Target Group Company; 25.1.7 result in a material breach of contract, law, regulation, order, judgment, injunction, undertaking, decree or other like imposition; 25.1.8 result in the loss or impairment of or any default under any of the Licences or IPR Licences; 25.1.9 result in the creation, imposition, crystallisation or enforcement of any Encumbrance on any of the assets of any Target Group Company; 25.1.10 result in any present or future indebtedness of any Target Group Company becoming due and payable, or capable of being declared due and payable, prior to its stated maturity date or in any financial facility of any Target Group Company being withdrawn; 25.1.11 result in a breach of any of the Target Group’s constitutional documentation; or 25.1.12 entitle any person to acquire, or affect the entitlement of any person to acquire shares in the Company. 25.2 No consent, authorisation, licence or approval of or notice to any governmental, administrative, judicial or regulatory body, authority, organisation or other third party is required to authorise the execution, deli...
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Related to EFFECT OF SALE OF SALE SHARES

  • Effect of Sale Upon the occurrence of an Event of Default, to the extent permitted by law, Borrower covenants that it will not at any time insist upon or plead, or in any manner whatsoever claim or take any benefit or advantage of, any stay or extension law now or at any time hereafter in force, nor claim, take nor insist upon any benefit or advantage of or from any law now or hereafter in force providing for the valuation or appraisement of the Collateral or any part thereof prior to any sale or sales thereof to be made pursuant to any provision herein contained, or to the decree, judgment or order of any court of competent jurisdiction; nor, after such sale or sales, claim or exercise any right under any statute now or hereafter made or enacted by any state or otherwise to redeem the property so sold or any part thereof, and, to the full extent legally permitted, except as to rights expressly provided herein, hereby expressly waives for itself and on behalf of each and every Person, except decree or judgment creditors of Borrower, acquiring any interest in or title to the Collateral or any part thereof subsequent to the date of this Agreement, all benefit and advantage of any such law or laws, and covenants that it will not invoke or utilize any such law or laws or otherwise hinder, delay or impede the execution of any power herein granted and delegated to Lender, but will suffer and permit the execution of every such power as though no such power, law or laws had been made or enacted. Any sale, whether under any power of sale hereby given or by virtue of judicial proceedings, shall operate to divest all right, title, interest, claim and demand whatsoever, either at law or in equity, of Borrower in and to the Property sold, and shall be a perpetual bar, both at law and in equity, against Borrower, its successors and assigns, and against any and all Persons claiming the Property sold or any part thereof under, by or through Borrower, its successors or assigns.

  • Xxxx of Sale The Xxxx of Sale, duly executed by Purchaser; and

  • Bxxx of Sale The Bxxx of Sale covering the Personal Property, in the form attached hereto as Exhibit D.

  • Authorization of Sale of the Shares Subject to the terms and conditions of this Agreement, the Company has authorized the sale of up to 7,700,000 shares (the "Shares") of common stock, par value $0.001 per share (the "Common Stock"), of the Company.

  • Manner of Sale At no time was Investor presented with or solicited by or through any leaflet, public promotional meeting, television advertisement or any other form of general solicitation or advertising.

  • PROCLAMATION OF SALE, CONDITIONS OF SALE AND MEMORANDUM OF SALE All contents in the Proclamation of Sale and this Conditions of Sale are to be read together and shall be part of the Memorandum of Sale.

  • Basis of Sale of Shares Distributor does not agree to sell any specific number of Shares. Distributor, as agent for the Trust, undertakes to sell Shares on a best efforts basis only against orders therefor.

  • Notification of Sale Optionee agrees that Optionee, or any person acquiring shares upon exercise of this option, will notify the Bancorp not more than five (5) days after any sale or other disposition of such shares.

  • Consummation of Sale and Purchase During the Supplemental Purchase Period with respect to the Additional Loans (and thereafter with respect to Substituted Loans), the sale and purchase of Eligible Loans pursuant to an Additional Purchase Agreement shall be consummated upon (i) Funding's receipt from VL Funding and the VL Funding Eligible Lender Trustee of a fully executed copy of the related Additional Purchase Agreement; and (ii) the payment by Funding to VL Funding of the related Purchase Price. Upon consummation, such sale and purchase shall be effective as of the date of the related Additional Xxxx of Sale. VL Funding and Funding shall use their best efforts to perform promptly their respective obligations pursuant to the related Additional Purchase Agreement with respect to each Additional Loan.

  • Effect of Agreement Nothing herein contained shall be deemed to require to the Trust to take any action contrary to its Declaration of Trust or its By-Laws or any applicable law, regulation or order to which it is subject or by which it is bound, or to relieve or deprive the Trustees of the Trust of their responsibility for and control of the conduct of the business and affairs of the Trust.

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