Common use of No Breach of Statute or Contract Clause in Contracts

No Breach of Statute or Contract. Neither the execution and delivery of this Agreement, nor compliance with the terms and provisions of this Agreement on the part of X-ceed or Sub, will (i) violate any statute, license, or regulation of any governmental authority, domestic or foreign, (ii) result in the default by X-ceed of any judgment, order, writ, decree, rule or regulation of any court or administrative agency, (iii) breach, conflict with, or result in a breach of any of the terms, conditions or provisions of any material agreement or instrument to which X-ceed or Sub is a party, or by which it is or may be bound, or constitute a default or require any notice thereunder, (iv) violate any provision of X-ceed's and Sub's certificates of incorporation or by-laws or (v) result in the creation or imposition of any claim, lien, charge or encumbrance of any nature whatsoever upon, or (vi) give to others any claim, interest or rights, including rights of termination, modification, acceleration or cancellation in, or with respect to, any of their property, assets, contracts, licenses or businesses. The conduct of X-ceed business does not violate any law or regulation applicable to such business. X-ceed's has complied with all laws, rules, regulations and orders applicable to its business, operations, properties, assets, products and services, and X-ceed has all necessary permits, licenses and other authorizations required to conduct its business as conducted and as proposed to be conducted. There is no existing law, rule, regulation or order, and X-ceed is not aware of any proposed law, rule, regulation or order, whether Federal or state, which would prohibit or materially restrict X-ceed from, or otherwise materially adversely affect X-ceed in, conducting its business in any jurisdiction in which it is now conducting business.

Appears in 1 contract

Samples: Merger Agreement (X Ceed Inc)

AutoNDA by SimpleDocs

No Breach of Statute or Contract. Neither Except for an amendment to the Uniform Franchise Offering Circular as required by the New York State Franchise Sales Act and Federal Trade Commission Rules governing franchising, neither the execution and delivery of this Agreement, nor compliance with the terms and provisions of this Agreement on the part of X-ceed any of the Companies or Subthe Seller, will (i) violate any statute, license, or regulation of any governmental authority, domestic or foreign, or (ii) will result in the default by X-ceed any of the Companies or Seller of any judgment, order, writ, decree, rule or regulation of any court or administrative agency, or (iii) will breach, conflict with, or result in a breach of any of the terms, conditions or provisions of any material agreement or instrument to which X-ceed either the Companies or Sub the Seller is a party, or by which it any of them is or may be bound, or (iv) constitute a default or require any notice thereunder, (iv) violate any provision of X-ceed's and Sub's certificates of incorporation or by-laws or (v) result in the creation or imposition of any claim, lien, charge or encumbrance of any nature whatsoever upon, or (vi) give to others any claim, interest or rights, including rights of termination, modification, acceleration termination or cancellation in, or with respect to, any of their property, assets, contracts, licenses or businesses. The conduct of X-ceed business the Companies' businesses does not violate any law or regulation applicable to such business. X-ceed's has The Companies have complied with all laws, rules, regulations and orders applicable to its business, operations, properties, assets, products and services, and X-ceed has the Companies have all necessary permits, licenses and other authorizations required to conduct its business as conducted and as proposed to be conducted. There is no existing law, rule, regulation or order, and X-ceed none of the Companies is not aware of any proposed law, rule, regulation or order, whether Federal or state, which would prohibit or materially restrict X-ceed any of the Companies from, or otherwise materially adversely affect X-ceed the Companies in, conducting its business their respective businesses in any jurisdiction in which it is they are now conducting business.

Appears in 1 contract

Samples: Purchase Agreement (Digital Creative Development Corp)

No Breach of Statute or Contract. Neither the execution and delivery of this Agreement, nor compliance with the terms and provisions of this Agreement on the part of X-ceed or Subceed, will (i1) violate any statute, license, or regulation of any governmental authority, domestic or foreign, (ii2) result in the default by X-ceed of any judgment, order, writ, decree, rule or regulation of any court or administrative agency, (iii3) breach, conflict with, or result in a breach of any of the terms, conditions or provisions of any material agreement or instrument to which X-ceed or Sub is a party, or by which it is or may be bound, or constitute a default or require any notice thereunder, (iv4) violate any provision of X-ceed's and Sub's certificates certificate of incorporation or byBy-laws Laws or (v5) result in the creation or imposition of any claim, lien, charge or encumbrance of any nature whatsoever upon, or (vi6) give to others any claim, interest or rights, including rights of termination, modification, acceleration or cancellation in, or with respect to, any of their property, assets, contracts, licenses or businesses. The conduct of X-ceed ceed's business does not violate any law or regulation applicable to such business. X-ceed's has complied with all laws, rules, regulations and orders applicable to its business, operations, properties, assets, products and services, and X-ceed has all necessary permits, licenses and other authorizations required to conduct its business as conducted and as proposed to be conducted. There is no existing law, rule, regulation or order, and X-ceed is not aware of any proposed law, rule, regulation or order, whether Federal or state, which would prohibit or materially restrict X-ceed from, or otherwise materially adversely affect X-ceed in, conducting its business in any jurisdiction in which it is now conducting business.

Appears in 1 contract

Samples: Merger Agreement (X Ceed Inc)

No Breach of Statute or Contract. 5.7.1. Neither the execution and delivery of this Agreement, nor compliance with the terms and provisions of this Agreement on the part of X-ceed or SubXceed, will (i) violate any statute, license, or regulation of any governmental authority, domestic or foreign, (ii) result in the default by X-ceed Xceed of any judgment, order, writ, decree, rule or regulation of any court or administrative agency, (iii) breach, conflict with, or result in a breach of any of the terms, conditions or provisions of any material agreement or instrument to which X-ceed or Sub Xceed is a party, or by which it is or may be bound, or constitute a default or require any notice thereunder, (iv) violate any provision of X-ceed's and SubXceed's certificates of incorporation or by-laws or (v) result in the creation or imposition of any claim, lien, charge or encumbrance of any nature whatsoever upon, or (vi) give to others any claim, interest or rights, including rights of termination, modification, acceleration or cancellation in, or with respect to, any of their property, assets, contracts, licenses or businesses. 5.7.2. The conduct of X-ceed Xceed business does not violate any law or regulation applicable to such business. X-ceedXceed's has complied with all laws, rules, regulations and orders applicable to its business, operations, properties, assets, products and services, and X-ceed Xceed has all necessary permits, licenses and other authorizations required to conduct its business as conducted and as proposed to be conducted. There is no existing law, rule, regulation or order, and X-ceed Xceed is not aware of any proposed law, rule, regulation or order, whether Federal or state, which would prohibit or materially restrict X-ceed Xceed from, or otherwise materially adversely affect X-ceed Xceed in, conducting its business in any jurisdiction in which it is now conducting business.

Appears in 1 contract

Samples: Merger Agreement (Xceed Inc)

AutoNDA by SimpleDocs

No Breach of Statute or Contract. Neither the execution and delivery of this Exchange Agreement, nor compliance with the terms and provisions of this Exchange Agreement on the part of X-ceed the Company or Subthe Sole Shareholder, nor the consummation of the transactions contemplated hereby, including the Exchange, will (i1) violate in any material respect any statute, licenselaw, rule, regulation, order, license or regulation permit of any governmental authority, domestic or foreignGovernmental Body, (ii2) result in the default or violation by X-ceed the Company or the Sole Shareholder of any judgment, order, writ, decree, rule writ or regulation decree of any court or administrative agency, (iii3) with or without the giving of notice or the passage of time, or both, breach, conflict with, with or result in a breach violation of or default under any of the terms, conditions or provisions of any material agreement or instrument to which X-ceed the Company or Sub the Sole Shareholder is a party, or by which it either of them or their respective properties or assets is or may be bound, or constitute a default or require any notice thereunder, (iv4) violate any provision of Xthe Company's Certificate of Incorporation or By-ceed's and Sub's certificates of incorporation or by-laws or Laws, (v5) result in the creation or imposition of any claimmaterial Lien, lien, charge or encumbrance of any nature whatsoever uponupon any of the material properties or assets of the Company, or (vi6) give to others any claim, interest or rightsright, including rights a right of termination, modification, acceleration or cancellation in, or with respect to, any of their property, assets, contracts, licenses material agreement or businessesinstrument. The conduct of X-ceed business by the Company does not violate in any law material respect any statute, law, rule, regulation or regulation order applicable to such business. X-ceed's The Company has complied in all material respects with all laws, statutes, rules, regulations and orders applicable to its business, operations, properties, assets, products and services, and X-ceed the Company has all necessary permits, licenses and other authorizations required to conduct its business in all material respects as conducted and as proposed to be conducted. There is no existing law, statute, rule, regulation or order, and X-ceed the Company is not aware of any proposed law, statute, rule, regulation or order, whether Federal or state, which would prohibit or materially restrict X-ceed the Company from, or otherwise materially adversely affect X-ceed the Company in, conducting its business in any jurisdiction in which it is now conducting or proposes to conduct business.

Appears in 1 contract

Samples: Exchange Agreement (THCG Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!