Common use of Governmental Approvals; Non-contravention Clause in Contracts

Governmental Approvals; Non-contravention. (a) No consent, Order, action or non-action of, or filing, notification, declaration or registration with, any Governmental Entity or other Person is necessary for the execution, delivery or performance by either Company of this Agreement or any other Transaction Document to which either Company is a party, or of the Transactions. (b) The execution, delivery and performance by each Company of the Transaction Documents to which either Company is a party, and the consummation by the Companies of the Transactions, do not (i) violate, breach or conflict with any provision of either Company’s articles of association or memorandum of incorporation or bylaws, or similar document, (ii) violate or conflict with any Laws or Orders to which either Company may be subject, (iii) constitute a violation or breach of, be in conflict with, constitute or create (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, modification, cancellation or acceleration) of any obligation under any Contract to which either Company is a party or to which either Company is subject or by which its properties, assets or rights are bound or (iv) result in the creation or imposition of any Lien upon either Company or any of its assets, rights or properties.

Appears in 2 contracts

Samples: Rescission and Mutual Release Agreement (Life Clips, Inc.), Stock Purchase Agreement (Life Clips, Inc.)

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Governmental Approvals; Non-contravention. (a) No consent, Order, action or non-action of, or filing, notification, declaration or registration with, any Governmental Entity Authority or other Person is necessary for the execution, delivery or performance by either the Company of this Agreement or any other Transaction Document to which either the Company is a party, or of the Transactions. (b) The execution, delivery and performance by each the Company of the Transaction Documents to which either the Company is a party, and the consummation by the Companies Company of the Transactions, do not (i) violate, breach or conflict with any provision of either Company’s articles of association or memorandum of incorporation or bylaws, or similar document, (ii) violate or conflict with any Laws Law or Orders Order to which either the Company or the Note or any of the Shares may be subject, (iiiii) constitute a violation or breach of, be in conflict with, constitute or create (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, modification, cancellation or acceleration) of any obligation under any Contract contract to which either the Company is a party or to which either the Company is or the Note or any of the Shares are subject or by which its the Company’s properties, assets or rights are bound or bound; (iviii) result in the creation or imposition of any Lien upon either Company or any of its assetsthe rights, rights properties or propertiesassets of the Company, the Note or on any of the Shares; or (iv) violate or conflict with the Company’s Governing Documents.

Appears in 1 contract

Samples: Securities Purchase Agreement (ZHRH Corp)

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Governmental Approvals; Non-contravention. (a) No consent, Order, action or non-action of, or filing, notification, declaration or registration with, any Governmental Entity Authority or other Person is necessary for the execution, delivery or performance by either the Company of this Agreement or any other Transaction Document to which either the Company is a party, or of the Transactions. (b) The execution, delivery and performance by each the Company of the Transaction Documents to which either the Company is a party, and the consummation by the Companies Company of the Transactions, do not (i) violate, breach or conflict with any provision of either Company’s articles of association or memorandum of incorporation or bylaws, or similar document, (ii) violate or conflict with any Laws Law or Orders Order to which either the Company or any of the Company Securities may be subject, (iiiii) constitute a violation or breach of, be in conflict with, constitute or create (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, modification, cancellation or acceleration) of any obligation under any Contract to which either the Company is a party or to which either the Company is or any of the Company Securities are subject or by which its the Company’s properties, assets or rights are bound or bound; (iviii) result in the creation or imposition of any Lien upon either any of the rights, properties or assets of the Company or on any of its assets, rights the Company Securities or properties(iv) violate or conflict with the Company’s Governing Documents.

Appears in 1 contract

Samples: Securities Purchase Agreement (Collective Audience, Inc.)

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