Effect of Transactions. Neither the execution of this Agreement nor the approval or consummation of the Transactions (whether alone or together with any other event (such as a termination of employment)) will: (i) result in any payment or benefit becoming due to any Service Provider under any MAMP Benefit Plan or MAMP Service Agreement; (ii) increase benefits otherwise payable or due under any MAMP Benefit Plan or MAMP Service Agreement or require the funding of any amounts under any MAMP Benefit Plan or MAMP Service Agreement; or (iii) result in any acceleration of the time of payment or vesting of any such benefits to any material extent.
Effect of Transactions. The execution, delivery and performance of this Agreement and the transactions contemplated hereby, and compliance with the provisions hereof by the Company, do not and will not, with or without the passage of time or the giving of notice or both, (a) violate, in any material respect, any provision of law, statute, rule or regulation or any ruling, writ, injunction, order, judgment or decree of any court, administrative agency or other governmental body or (b) conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, cancellation or acceleration) under, or result in the creation of any lien, security interest, charge or encumbrance upon any of the properties or assets of the Company under the Certificate of Incorporation or Bylaws, as amended to date, of the Company or any material note, indenture, mortgage, lease, agreement, contract, purchase order or other material instrument, document or agreement to which the Company is a party or by which it or any of its properties or assets is bound or affected, except as would not have a Material Adverse Effect on the Company.
Effect of Transactions. After giving effect to the transactions contemplated by this Agreement, Purchaser will be the sole owner of the Property free and clear of any Encumbrances, other than the Encumbrances as specifically provided for in this Agreement.
Effect of Transactions. The execution, delivery and performance by the Company of this Agreement and any Related Agreement to which the Company is a party, and the consummation of the Transactions, will not conflict with or result in any violation of or default under (with or without notice or lapse of time, or both), or give rise to a right of termination, cancellation, modification or acceleration of any obligation or loss of any benefit under any Company Employee Plan, trust or loan that would reasonably be expected to result in any payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employee.
Effect of Transactions. 15 13.7 Litigation...................................... 16 13.8 Brokers........................................ 16 13.9
Effect of Transactions. After giving effect to the transactions contemplated by this Option Agreement, Optionee will be the sole owner of such Grantor’s Contributed Interest, free and clear of any Encumbrances, and the Contributed Entity will be the sole owner of the Property, free and clear of any Encumbrances other than those Encumbrances set forth on Schedule 3.1.
Effect of Transactions. The execution and delivery of this Agreement by the Company and the consummation of the transactions contemplated hereby will not involve any prohibited transactions with respect to the Company or any of its Subsidiaries within the meaning of ERISA.
Effect of Transactions. Except as set forth in Section 14.3 of the IXC Disclosure Schedule, the execution and delivery of this Agreement, the Transaction Documents to which IXC is or will be a party, and the Contribution Agreement by IXC and IXC Carrier, as applicable, and the performance by IXC and IXC Carrier, as applicable, of the transactions contemplated hereby and thereby will not conflict with or result in any default or require the consent of any person or entity under the Certificate of Incorporation, By-laws or any material agreement of IXC or IXC Carrier, as applicable, or result in the creation of any lien, charge or encumbrance of any nature upon any of the properties or assets of IXC except pursuant to this Agreement. The execution and delivery of this Agreement, the Transaction Documents to which IXC is or will be a party, and the Contribution Agreement by IXC or IXC Carrier, as applicable, and the performance by IXC and IXC Carrier, as applicable, of the transactions contemplated hereby and thereby will not violate, in any material respect, any judgment, decree, order, statute, rule or regulation of any federal, state or local government or agency applicable to IXC or IXC Carrier, as applicable, is a party.
Effect of Transactions. Except as set forth on Schedule 4.22, to the Sellers’ knowledge, no executive officer, people manager or engineer of the Business intends to terminate his or her employment with the Business. Except as set forth on Schedule 4.22, to the Sellers’ knowledge, no customer identified on Schedule 4.10(a) or supplier identified on Schedule 4.10(c) intends to terminate, or otherwise change in a manner materially adverse to the Business, its relationship with the Business on account of the ownership of the Business by the Purchasers or the consummation of any transactions contemplated hereby.
Effect of Transactions. The execution of this Agreement and the consummation of the transactions contemplated hereby will not result in any payment (in the nature of severance pay or otherwise) becoming payable by the Company to any current or former director, officer, consultant, independent contractor or employee of the Company or result in the vesting, acceleration of payment, or increases in the amount of any benefit payable to or in respect of any such current or former director, officer, consultant, independent contractor or employee.
