EFFECT OF SALE ON SHARES Sample Clauses

EFFECT OF SALE ON SHARES. Neither the acquisition of the Shares by the Buyer nor compliance with the terms of this Agreement will:
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EFFECT OF SALE ON SHARES. 16.1 Neither the acquisition of the Shares by the Purchaser nor compliance with the terms of this Agreement will: (a) pursuant to the terms of any agreement, permit, licence, consent or authorisation, cause any Group Company to lose the benefit of, or impair, any right or privilege it presently enjoys under such agreement, permit, licence, consent or authorisation; (b) relieve any person of any obligation to any Group Company (whether contractual or otherwise) or enable any person, pursuant to the terms of any agreement or arrangement with any Group Company, to determine such obligation with such Group Company, or to exercise any right pursuant to such agreement in respect of the Group Company; (c) give rise to, or cause to become exercisable, any right of pre-emption over the Shares (save for any right waived by any Vendor under this Agreement); (d) so far as the Vendors are aware, result in any customer or supplier being entitled to or cause any customer or supplier to cease dealing with any Group Company or to reduce substantially its existing level of business or to change the terms on which it deals with any of the Group Companies; (e) result in a breach of contract, order, judgment, injunction, undertaking, decree or other like imposition; (f) result in the creation, imposition, crystallisation or enforcement of any Encumbrance on any of the assets of any Group Company; (g) entitle any person to receive from any of the Group Companies any finder’s fee, brokerage or other commission in connection with the purchase of the Shares by the Purchaser; and (h) result in any present or future indebtedness or any contingent contractual obligation of any of the Group Companies 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due and payable, prior to its stated maturity date or in any financial facility of any of the Group Companies being withdrawn.
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EFFECT OF SALE ON SHARES. 20.1 Neither the acquisition of the Sale Shares by the Purchaser nor compliance with the terms of this Agreement will: 20.1.1 relieve any person of any obligation to any Group Company (whether contractual or otherwise), or enable any person to determine any such obligation or any right or benefit enjoyed by the Group Company, or to exercise any right in respect of the Group Company; 20.1.2 give rise to, or cause to become exercisable, any right of pre-emption over the Sale Shares; 20.1.3 result in any material customer or supplier being entitled to cease dealing with any Group Company or to change the terms on which it deals with the Company or any of the Subsidiaries; 20.1.4 result in a breach of any material contract, order, judgment, injunction, undertaking, decree or other like imposition; or 20.1.5 result in the creation, imposition, crystallisation or enforcement of any Encumbrance on any of the assets of any Group Company.
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EFFECT OF SALE ON SHARES. Neither the acquisition of the Shares by the Purchaser nor compliance with the terms of this Agreement will: (a) give rise or cause to become exercisable, any right of pre-emption over the Shares; (b) so far as the Warrantors are aware (having made no enquiry of any customer or supplier), result in any customer or supplier reducing substantially its existing level of business or to change the terms on which it deals with any member of the Group; (c) result in a breach of order, judgement, injunction, undertaking, decree or other like imposition to which the Company or any of the Sellers are subject to; (d) entitle any person to receive from any of the members of the Group any finder’s fee, brokerage or other commission in connection with the purchase of the Shares by the Purchaser; (e) result in the loss or termination of, or any default under, any licence, authorisation or consent required by any member of the Group for the purposes of its business as carried on at the date of this Agreement; (f) result in any present or future indebtedness of any of the members of the Group 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 of the members of the Group being withdrawn.
Sample 1
EFFECT OF SALE ON SHARES. As far as the Warrantors are aware, and having made no enquiry of any Third Party, neither the acquisition of the Shares by the Purchaser nor compliance with the terms of this Agreement will cause any Group Company to lose the benefit of any material right or privilege it presently enjoys or result in the loss or impairment of or any default under any licence, authorisation or consent required by any of the Group Companies for the purpose of its business.
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Related to EFFECT OF SALE ON 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.

  • Effect of Settlement/Reservation of Rights The following shall apply: (a) This Settlement Agreement resolves the civil claims of CARB for the violations alleged in this Settlement Agreement. (b) CARB reserves, and this Settlement Agreement is without prejudice to, all claims, rights, and remedies against Aiken Chemical Company, Inc. with respect to all matters not expressly resolved in this Settlement Agreement. Notwithstanding any other provision of the Settlement Agreement, CARB reserves all claims, rights, and remedies, whether in law or equity, against Aiken Chemical Company, Inc. with respect to: (i) Noncompliance with or enforcement of any provision of this Settlement Agreement; (ii) Facts that were not disclosed by Aiken Chemical Company, Inc. to CARB; (iii) Violation of the California Health and Safety Code and its implementing regulations, or other State laws, regulations, or permit condition(s) not expressly resolved in this Settlement Agreement; (iv) Any imminent and substantial endangerment to the public health, welfare, or the environment in California, whether related to the violations addressed in this Settlement Agreement or otherwise; (v) Any criminal liability; and (vi) Any claim(s) of any officer or agency of the United States or California, other than CARB. (c) In any subsequent administrative or judicial proceeding initiated by CARB for injunctive relief, civil penalties, or other appropriate relief relating to enforcement of the Settlement Agreement, Aiken Chemical Company, Inc. shall not assert, and may not maintain, any defense or claim based upon the principles of waiver, res judicata, collateral estoppel, issue preclusion, claim preclusion, claim-splitting, or other defenses based upon any contention that the claims raised by CARB in the subsequent proceeding were or should have been brought in the instant case. (d) This Settlement Agreement does not limit or affect the rights of Aiken Chemical Company, Inc. or of CARB against any third parties not covered by this Settlement Agreement, nor does it limit the rights of third parties not covered by this Settlement Agreement against Aiken Chemical Company, Inc., except as otherwise provided by law. This Settlement Agreement shall not be construed to create rights in, or grant any cause of action to, any third party not covered by this Settlement Agreement. (e) This Settlement Agreement is not a permit, or a modification of any permit, under any federal, State, or local laws or regulations. Aiken Chemical Company, Inc. is responsible for achieving and maintaining compliance with all applicable federal, State, and local laws, regulations, and permits; Aiken Chemical Company, Inc.’s compliance with this Settlement Agreement shall not be a defense to any action commenced pursuant to any such laws, regulations, or permits. CARB does not, by its execution of this Settlement Agreement, warrant or aver in any manner that Aiken Chemical Company, Inc.’s compliance with any aspect of this Settlement Agreement will result in compliance with any provisions of federal, State, or local laws, regulations, or permits.

  • 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.

  • Effect of Settlement Neither the Grantee nor any of the Grantee’s successors, heirs, assigns or personal representatives shall have any further rights or interests in any Restricted Stock Units that have been paid and settled. Although a settlement date or range of dates for settlement are specified above in order to comply with Code Section 409A, the Company retains discretion to determine the settlement date, and no Grantee or beneficiary of a Grantee shall have any claim for damages or loss by virtue of the fact that the market price of Common Stock was higher on a given date upon which settlement could have been made as compared to the market price on or after the actual settlement date (any claim relating to settlement will be limited to a claim for delivery of Shares and related dividend equivalents).

  • Effect of Consent (a) After an amendment, supplement or waiver becomes effective, it will bind every Holder unless it is of the type requiring the consent of each Holder affected. If the amendment, supplement or waiver is of the type requiring the consent of each Holder affected, the amendment, supplement or waiver will bind each Holder that has consented to it and every subsequent Holder of a Note that evidences the same debt as the Note of the consenting Holder. (b) If an amendment, supplement or waiver changes the terms of a Note, the Trustee may require the Holder to deliver it to the Trustee so that the Trustee may place an appropriate notation of the changed terms on the Note and return it to the Holder, or exchange it for a new Note that reflects the changed terms. The Trustee may also place an appropriate notation on any Note thereafter authenticated. However, the effectiveness of the amendment, supplement or waiver is not affected by any failure to annotate or exchange Notes in this fashion.

  • Effect of Suspension You must pay all applicable fees incurred before and during any suspension. You will not be entitled to any service credits under an applicable Service Level Agreement or Service Level Objective during any suspension.

  • Effect of Vesting Upon Vesting, the Company shall cause to be delivered to the Recipient (i) a certificate for the Shares which have vested free and clear of restrictive legends and (ii) any stock powers signed hereunder by the Recipient remaining in its possession related to the vested shares. In the event that the Recipient dies before delivery of the certificate, such certificate shall be delivered to, and registered in the name of, the Recipient's beneficiary or estate, as the case may be.

  • Effect of Consents After an amendment, supplement, waiver or other action becomes effective as to any series of Securities, a consent to it by a Holder of such series of Securities is a continuing consent conclusive and binding upon such Holder and every subsequent Holder of the same Securities or portion thereof, and of any Security issued upon the transfer thereof or in exchange therefor or in place thereof, even if notation of the consent is not made on any such Security. An amendment, supplement or waiver becomes effective in accordance with its terms and thereafter binds every Holder.

  • Effect of Exercise Exercise by Landlord of any remedies hereunder or otherwise available shall not be deemed to be an acceptance of surrender of the Premises and/or a termination of this Lease by Landlord, it being understood that such surrender and/or termination can be effected only by the express written agreement of Landlord and Tenant. Any law, usage, or custom to the contrary notwithstanding, Landlord shall have the right at all times to enforce the provisions of this Lease in strict accordance with the terms hereof; and the failure of Landlord at any time to enforce its rights under this Lease strictly in accordance with same shall not be construed as having created a custom in any way or manner contrary to the specific terms, provisions, and covenants of this Lease or as having modified the same and shall not be deemed a waiver of Landlord’s right to enforce one or more of its rights in connection with any subsequent default. A receipt by Landlord of Rent or other payment with knowledge of the breach of any covenant hereof shall not be deemed a waiver of such breach, and no waiver by Landlord of any provision of this Lease shall be deemed to have been made unless expressed in writing and signed by Landlord. To the greatest extent permitted by law, Tenant waives the service of notice of Landlord’s intention to re-enter, re-take or otherwise obtain possession of the Premises as provided in any statute, or to institute legal proceedings to that end, and also waives all right of redemption in case Tenant shall be dispossessed by a judgment or by warrant of any court or judge. Any reletting of the Premises or any portion thereof shall be on such terms and conditions as Landlord in its sole discretion may determine. Landlord shall not be liable for, nor shall Tenant’s obligations hereunder be diminished because of, Landlord’s failure to relet the Premises or collect rent due in respect of such reletting or otherwise to mitigate any damages arising by reason of Tenant’s Default.

  • Warranties on Deposit of Shares Every person depositing Shares under this Deposit Agreement shall be deemed thereby to represent and warrant that those Shares and each certificate therefor, if applicable, are validly issued, fully paid and nonassessable and were not issued in violation of any preemptive or similar rights of the holders of outstanding securities of the Company and that the person making that deposit is duly authorized so to do. Every depositing person shall also be deemed to represent that the Shares, at the time of deposit, are not Restricted Securities. All representations and warranties deemed made under this Section shall survive the deposit of Shares and delivery of American Depositary Shares.

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