No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not: (i) violate any provision of the Articles of Incorporation or By-Laws of the Company; (ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject; (iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or (iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 13 contracts
Samples: Stock Purchase Agreement (Kirshner Entertainment & Technologies Inc), Merger Agreement (Genesis Technology Group Inc), Stock Purchase Agreement (Newagecities Com Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyOaktree;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Oaktree is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Oaktree or upon the securities, properties or business of the Companyto Oaktree; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 4 contracts
Samples: Merger Agreement (Oak Tree Educational Partners, Inc.), Membership Interest Purchase Agreement (Oak Tree Educational Partners, Inc.), Membership Interest Purchase Agreement (Florham Consulting Corp)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyRAMX;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company RAMX is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgmentjudgement, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyRAMX, or upon the properties or business of the CompanyRAMX; or
(iv) violate any statute, law or regulation of or any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Ramex Synfuels International Inc), Agreement and Plan of Reorganization (Ramex Synfuels International Inc), Agreement and Plan of Reorganization (Ramex Synfuels International Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanySE;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company SE is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgmentjudgement, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanySE, or upon the properties or business of the CompanySE; or
(iv) violate any statute, law or regulation of or any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanySE.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Ramex Synfuels International Inc), Agreement and Plan of Reorganization (Ramex Synfuels International Inc), Agreement and Plan of Reorganization (Ramex Synfuels International Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws Bylaws of the CompanyITSI;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company ITSI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, ITSI or upon the securities, properties or business of the Companyto ITSI; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 3 contracts
Samples: Merger Agreement, Merger Agreement (Immunotech Laboratories, Inc.), Merger Agreement (Immunotech Laboratories, Inc.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles Certificate of Incorporation or By-Laws of the Company;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization and Stock Purchase Agreement (Healthcare Network Solutions Inc), Share Exchange Agreement (Maxi Group Inc), Agreement and Plan of Reorganization and Stock Purchase Agreement (Healthcare Network Solutions Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) 2.8.1 violate any provision of the Articles of Incorporation or By-Laws of the Company;
(ii) 2.8.2 violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) 2.8.3 violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) 2.8.4 violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Dragon International Group Corp.), Stock Purchase Agreement (Dragon International Group Corp.), Stock Purchase Agreement (Dragon International Group Corp.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation Organization or By-Laws any Operating Agreement of the CompanyTMG;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company TMG is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, TMG or upon the properties or business of the CompanyTMG; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could would have a materially material, adverse effect on the business or operations of the CompanyTMG.
Appears in 2 contracts
Samples: Share Acquisition Agreement (Baron Energy Inc.), Share Acquisition Agreement (Baron Energy Inc.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles Certificate of Incorporation or By-Laws of the CompanyVampt;
(iib) violate, conflict with violate or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company Vampt is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Vampt or upon the properties or business of the CompanyRT; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyVampt.
Appears in 2 contracts
Samples: Merger Agreement (Vampt America, Inc.), Merger Agreement (Coronado Corp.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyDragon;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Dragon is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Dragon or upon the properties or business of the CompanyDragon; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyDragon.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Genesis Technology Group Inc), Stock Purchase Agreement (Dragon International Group Corp.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyABP;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company ABP is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, ABP or upon the properties or business of the CompanyABP; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyABP.
Appears in 2 contracts
Samples: Merger Agreement (Micro Mammoth Solutions Inc), Merger Agreement (Micro Mammoth Solutions Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or Byby-Laws laws of the CompanyCoronado;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Coronado is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Coronado or upon the securities, properties or business of the Companyto Coronado; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 2 contracts
Samples: Merger Agreement (Vampt America, Inc.), Merger Agreement (Coronado Corp.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation Charter or By-Laws of the CompanyAcquisitions;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is Acquisitions are a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyAcquisitions, or upon the properties or business of the CompanyAcquisitions; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyAcquisitions.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Derri Davidson as Trustee), Stock Purchase Agreement (Jackal Industries Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyFlorham;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Florham is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Florham or upon the securities, properties or business of the Companyto Florham; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 2 contracts
Samples: Merger Agreement (Florham Consulting Corp), Merger Agreement (Florham Consulting Corp)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws Bylaws of the Company;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it the Company or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Company or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the Company.
Appears in 2 contracts
Samples: Share Exchange Agreement (TKM Oil & Gas, Inc.), Share Exchange Agreement (Powerball International Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles Certificate of Incorporation or By-Laws of the CompanyHNS;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company HNS is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, HNS or upon the properties or business of the CompanyHNS; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyHNS.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization and Stock Purchase Agreement (Healthcare Network Solutions Inc), Agreement and Plan of Reorganization and Stock Purchase Agreement (Healthcare Network Solutions Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyNETD ;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company NETD is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, NETD or upon the properties or business of the CompanyNETD; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyNETD.
Appears in 2 contracts
Samples: Merger Agreement (Genesis Technology Group Inc), Merger Agreement (Netdigest Com Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) i. violate any provision of the Articles of Incorporation or By-Laws or similar doctrines of the Company;
(ii) . violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) . violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) . violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 2 contracts
Samples: Acquisition Agreement (MediaREADY Inc), Stock Sale and Purchase Agreement (Sunwin International Neutraceuticals, Inc.)
No Breach. The execution, delivery delivery, and performance of this the Agreement and the consummation of the transactions contemplated hereby will not:
(i: a) violate any provision of the Articles Certificate of Incorporation or By-Laws Bylaws of the Company;
(iiWHAI; b) violate, conflict with with, or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company WHAI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii; c) violate any order, judgment, injunction, award or decree of any court, arbitrator arbitrator, or governmental or regulatory body against, or binding upon, the Company, WHAI or upon the properties or business of the CompanyWHAI; or
(ivor d) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 2 contracts
Samples: Share Exchange Agreement (World Health Alternatives Inc), Share Exchange Agreement (World Health Alternatives Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyBioMed;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company BioMed is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, BioMed or upon the securities properties or business of the CompanyBioMed; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 2 contracts
Samples: Stock Exchange Agreement (Biomed Research Technologies Inc), Stock Exchange Agreement (Biomed Research Technologies Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision provisions of the Articles of Incorporation or By-Laws laws of the CompanyAcquisition Corp.;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, or otherwise give any other contracting party the right to terminate, or which constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Acquisition Corp. is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Acquisition Corp. or upon the properties or business of the CompanyAcquisition Corp.; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 2 contracts
Samples: Plan of Merger (National Residential Properties Nv Inc), Plan of Merger (Safetek International Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyJII;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company JII is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, JII or upon the securities properties or business of the CompanyJII; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyAcquisitions.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Derri Davidson as Trustee), Stock Purchase Agreement (Jackal Industries Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles certificate of Incorporation incorporation or By-Laws of the CompanyCJVE;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company CJVE is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, CJVE or upon the properties or business of the CompanyCJVE; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyCJVE.
Appears in 2 contracts
Samples: Exchange Agreement (DigitalFX International Inc), Exchange Agreement (Pet Express Supply Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyXXXX;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company XXXX is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, XXXX or upon the securities, properties or business of the Companyto XXXX; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 2 contracts
Samples: Merger Agreement (Micro Mammoth Solutions Inc), Merger Agreement (Micro Mammoth Solutions Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyTCI;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company TCI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, TCI or upon the securities, properties or business of the Companyto TCI; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 2 contracts
Samples: Merger Agreement (Prospect Global Resources Inc.), Merger Agreement (Prospect Global Resources Inc.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyInfotec ;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Infotec is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Infotec or upon the properties or business of the CompanyInfotec; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyInfotec.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Infotec Business Systems Inc), Stock Purchase Agreement (Infotec Business Systems Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation Charter or By-Laws of the CompanySure;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Sure is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanySure, or upon the properties or business of the CompanySure; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanySure.
Appears in 2 contracts
Samples: Stock Exchange Agreement (Biomed Research Technologies Inc), Stock Exchange Agreement (Biomed Research Technologies Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the Company;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Infotec Business Systems Inc), Stock Purchase Agreement (Infotec Business Systems Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) i. violate any provision of the Articles of Incorporation or By-Laws of the CompanyATI;
(ii) . violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company ATI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) . violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, ATI or upon the securities properties or business of the CompanyATI; or
(iv) . violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Integrated Homes Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyDionics;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any material contract or other agreement to which the Company Dionics is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Dionics or upon the properties or business of the CompanyDionics; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyDionics.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles Certificate of Incorporation or By-Laws of the CompanyMAXI;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company MAXI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, MAXI or upon the properties or business of the CompanyMAXI; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyMAXI.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanySONOMA;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company SONOMA is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, SONOMA or upon the properties or business of the CompanySONOMA; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanySONOMA.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Victormaxx Technologies Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation charter documents or By-Laws other constituent instruments of the Company;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
not (i) violate any provision of the Articles articles of Incorporation incorporation or By-Laws bylaws of the Company;
; (ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any material contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
; (iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Company or upon the properties or business of the Company; or
or (iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 1 contract
Samples: Debt Conversion Agreement (Midwest Energy Emissions Corp.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanySUWN;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company SUWN is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Sunwin International Neutraceuticals, Inc.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) 2.14.1 violate any provision of the Articles of Incorporation or By-Laws the Bylaws of the Company;BOTI.
(ii) 2.14.2 violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company BOTI is a party or by or to which it or any of its assets or properties may be bound or subject;.
(iii) 2.14.3 violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, BOTI or upon the properties or business of the CompanyBOTI; or
(iv) 2.14.4 violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material, adverse effect on the business or operations of the CompanyBOTI.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate Violate any provision of the Articles Certificate of Incorporation or By-Laws of the CompanyIntraco;
(ii) violateViolate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Intraco is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate Violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyIntraco, or upon the securities, properties or business of the CompanyIntraco; or
(iv) violate Violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Stock Purchase and Exchange Agreement (Investco Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyTrestle;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Trestle is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Trestle or upon the securities, properties or business of the Companyto Trestle; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws the Bylaws of the CompanyBARNICO;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company BARNICO is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, BARNICO or upon the properties or business of the CompanyBARNICO; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material, adverse effect on the business or operations of the CompanyBARNICO.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanySpectrum;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Spectrum is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Spectrum or Halter or upon the properties or business of the CompanySpectrum; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the Company.Spectrum..
Appears in 1 contract
Samples: Agreement and Plan of Reorganization and Stock Purchase Agreement (Worldwideweb Institute Com Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyVHI;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company VHI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyVHI, or upon the properties or business of the CompanyVHI; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein by this Agreement which could have a materially adverse effect on the business or operations of the CompanyVHI.
Appears in 1 contract
Samples: Share Exchange Agreement (Peachtree Fiberoptics Inc /De/)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyAnxin/DRGG;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Anxin/DRGG is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Dragon International Group Corp.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles Certificate of Incorporation or By-Laws Bylaws of the CompanyCHRON;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company CHRON is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, CHRON or upon the securities, properties or business of the Companyto CHRON; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation Charter or By-Laws of the CompanyAUTOMAX;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company AUTOMAX is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyAUTOMAX, or upon the properties or business of the CompanyAUTOMAX; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyAUTOMAX.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyLinkwell;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Linkwell Tech is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Linkwell Tech or upon the properties or business of the CompanyLinkwell Tech; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyLinkwell Tech.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
not (i) violate any provision of the Articles memorandum of Incorporation or Byassociation and bye-Laws laws of the Company;
; (ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it the Company or any of its assets or properties may be bound or subject;
; (iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, upon the Company, or upon the properties or business of the Company; or
or (iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions transaction contemplated hereby will not:
(i) i. violate any provision of the Articles of Incorporation or By-Laws of the CompanyATI;
(ii) . violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company ATI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) . violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, ATI or upon the securities, properties or business of the CompanyATI; or
(iv) . violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Integrated Homes Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions transaction contemplated hereby will not:
(i) i. violate any provision of the Articles of Incorporation or By-Laws of the Company;
(ii) . violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) . violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) . violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Integrated Homes Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles Certificate of Incorporation or By-Laws of the CompanyAAI ;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company AAI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, AAI or upon the properties or business of the CompanyAAI; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyAAI.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization and Stock Purchase Agreement (Auction Anything Com Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles Certificate of Incorporation or By-Laws Bylaws of the CompanySURNA;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company SURNA is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, SURNA or upon the securities, properties or business of the Companyto SURNA; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Merger Agreement (Surna Inc.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws Bylaws of the CompanyMALERS;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company MALERS is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, MALERS or upon the securities, properties or business of the Companyto MALERS; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Merger Agreement (Dot VN, Inc.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyofAnxin/DRGG;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Anxin/DRGG is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Dragon International Group Corp.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
: (i) violate any provision of the Articles of Incorporation or By-Laws of the Company;
; (ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
; (iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
or (iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) i. violate any provision of the Articles of Incorporation or By-Laws of the CompanyMediaReady;
(ii) . violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company MediaReady is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) . violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, MediaReady or upon the properties or business of the Company; or
(iv) . violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyMediaReady.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation Organization, Regulations or By-Laws Operating Agreement of the CompanyUALC;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company UALC is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyUALC, or upon the properties or business of the CompanyUALC; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein by this Agreement which could have a materially adverse effect on the business or operations of the CompanyUALC.
Appears in 1 contract
Samples: Share Exchange Agreement (Peachtree Fiberoptics Inc /De/)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyASC;
(ii) violate, conflict with or result in the breach of any of the material terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company ASC is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, ASC or upon the securities, properties or business of the Companyto ASC; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein herein, which violation could have a materially material adverse effect on the business or operations of the CompanyASC.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
not (i) violate any provision of the Articles memorandum and articles of Incorporation association or By-Laws other constituent instruments of the Company;
; (ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it the Company or any of its assets or properties may be bound or subject;
; (iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, upon the Company, or upon the properties or business of the Company; or
or (iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision provisions of the Articles of Incorporation or By-Laws Bylaws of the CompanyVenture Acquisition;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, or otherwise give any other contracting party the right to terminate, or which constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company 2217 Acquisition is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Venture Acquisition or upon the properties or business of the Company2217 Acquisition; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles certificate of Incorporation incorporation or Byby-Laws laws of the CompanyServices;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Services is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyServices, or upon the properties or business of the CompanyServices; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyServices.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyERC;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company ERC is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyERC, or upon the properties or business of the CompanyERC; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material, adverse effect on the business or operations of the CompanyERC.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws the Bylaws of the CompanyBright Star;
(ii) violateViolate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company Bright Star is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Bright Star or upon the properties or business of the CompanyBright Star; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material, adverse effect on the business or operations of the CompanyBright Star.
Appears in 1 contract
Samples: Plan and Agreement of Reorganization (Bio American Capital Corp)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) i. violate any provision of the Articles Certificate of Incorporation Formation or By-Laws the Limited Liability Company Agreement of the CompanyGP;
(ii) . violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company GP is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) . violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, GP or upon the properties or business of the CompanyGP; or
(iv) . To Seller’s knowledge, violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material, adverse effect on the business or operations of the CompanyGP.
Appears in 1 contract
Samples: Securities Purchase and Sale Agreement (Rio Vista Energy Partners Lp)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
not (i) violate any provision of the Articles memorandum and articles of Incorporation or By-Laws association of the Company;
; (ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it the Company or any of its assets or properties may be bound or subject;
; (iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, upon the Company, or upon the properties or business of the Company; or
or (iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyNACT ;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company NACT is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, NACT or upon the properties or business of the CompanyNACT; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyNACT.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws Bylaws of the CompanyAZQT;
(iib) violate, conflict with or result in the breach of any of the terms Terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company AZQT is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, AZQT or upon the properties or business of the CompanyAZQT; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyAZQT.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
: (i) violate any provision of the Articles of Incorporation or By-Laws of the Company;
Sunwin; (ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Sunwin is a party or by or to which it or any of its assets or properties may be bound or subject;
; (iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Sunwin or upon the properties or business of the CompanySunwin; or
or (iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanySunwin.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles articles of Incorporation incorporation or By-Laws bylaws of the CompanyHoldings;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Holdings is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, upon Holdings or upon the properties or business of the CompanyHoldings; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyHoldings.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyLinkwell Tech;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Linkwell Tech is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Linkwell Tech or upon the properties or business of the CompanyLinkwell Tech; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyLinkwell Tech.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws the Bylaws of the CompanyNEWSBEAT;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company NEWSBEAT is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, NEWSBEAT or upon the properties or business of the CompanyNEWSBEAT; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material, adverse effect on the business or operations of the CompanyNEWSBEAT.
Appears in 1 contract
Samples: Registration and Share Purchase Agreement (Isa Internationale Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws Bylaws of the CompanySeller;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Seller is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanySeller, or upon the properties or business of the Companybusiness; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Asset Purchase Agreement (Hospital Staffing Services Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyPFI;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company PFI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, PFI or upon the securities properties or business of the CompanyPFI; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Share Exchange Agreement (Peachtree Fiberoptics Inc /De/)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyCoronado;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company Coronado is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Coronado or upon the properties or business of the CompanyCoronado; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein herein, which could have a materially adverse effect on the business or operations of the CompanyCoronado.
Appears in 1 contract
Samples: Membership Unit Purchase Agreement (Universal Holdings Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyCCC;
(ii) violate, conflict with or result in the breach of any of the material terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company CCC is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, CCC or upon the securities, properties or business of the Companyto CCC; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein herein, which violation could have a materially material adverse effect on the business or operations of the CompanyCCC.
Appears in 1 contract
Samples: Corporate Combination Agreement (Combined Companies Corp)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyUniversal;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Universal is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Universal or upon the securities, properties or business of the Companyto Universal; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Membership Unit Purchase Agreement (Universal Holdings Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the The transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyTCOM;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company TCOM is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, TCOM or upon the properties or business of the CompanyTCOM; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyTCOM.
Appears in 1 contract
Samples: Stock Purchase Agreement (Telecom Communications Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision provisions of the Articles of Incorporation or ByBylaws of STERILE-Laws of the CompanyPRO;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, or otherwise give any other contracting party the right to terminate, or which constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company STERILE-PRO is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, STERILE-PRO or upon the properties or business of the Companyeither of them; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
: (i) violate any provision of the Articles Certificate of Incorporation or By-Laws of the Company;
EVLO; (ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company EVLO is a party or by or to which it or any of its assets or properties may be bound or subject;
; (iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, upon EVLO or upon the properties or business of the CompanyEVLO; or
or (iv) violate any statute, law or regulation of or any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyEVLO.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles Certificate of Incorporation or By-Laws of the CompanyHoldings;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Holdings is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Holdings or upon the properties or business of the CompanyHoldings; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyHoldings.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Alltech International Holdings Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyAnxin;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Anxin is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Anxin or upon the properties or business of the CompanyAnxin; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyAnxin.
Appears in 1 contract
Samples: Stock Purchase Agreement (Dragon International Group Corp.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyLexicon;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Lexicon is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Lexicon or upon the properties or business of the CompanyLexicon; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the Company.Lexicon..
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles articles of Incorporation incorporation, bylaws or By-Laws other constituent instruments of the Company;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it the Company or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, upon the Company, or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Company.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement AGREEMENT and the consummation of the transactions contemplated hereby will not:
(i) violate any provision provisions of the Articles of Incorporation Charter or By-Laws of the CompanyMANO;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give given any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company MANO is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyMANO, or upon the properties or business of the CompanyMANO; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyMANO.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Tmanglobal Com Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) 3.12.1 violate any provision of the Articles of Incorporation or By-Laws of the CompanyBQST;
(ii) 3.12.2 violate, conflict with or result in the breach of any of the material terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company BQST is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) 3.12.3 violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, BQST or upon the securities, properties or business of the Companyto BQST; or
(iv) 3.12.4 violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein herein, which violation could have a materially material adverse effect on the business or operations of the CompanyBQST.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the Company;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Ocean Fresh Seafood Marketplace Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles certificate of Incorporation incorporation or Byby-Laws laws of the CompanyNetfabric;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Netfabric is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Netfabric or upon the properties or business of the CompanyNetfabric; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyNetfabric.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) i. violate any provision of the Articles of Incorporation or By-Laws of the CompanyBuyer;
(ii) . violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Buyer is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) . violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Buyer or upon the properties or business of the Companyof; or
(iv) . violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyBuyer.
Appears in 1 contract
Samples: Acquisition Agreement (Sunwin International Neutraceuticals, Inc.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyCyber;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Cyber is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Cyber or upon the securities properties or business of the CompanyCyber; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyOTMI;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company OTMI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, OTMI or upon the securities, properties or business of the Companyto OTMI; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Share Exchange Agreement (Optimum Interactive (USA) Ltd.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) 3.7.1. violate any provision of the Articles of Incorporation or By-Laws of the CompanyW Candy;
(ii) 3.7.2. violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company W Candy is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) 3.7.3. violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, or upon the properties or business of the Company; or
(iv) 3.7.4. violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyW-Candy .
Appears in 1 contract
Samples: Stock Purchase Agreement (China Natural Health, Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:.
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanySONOMA;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company SONOMA is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, SONOMA or upon the properties or business of the CompanySONOMA; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanySONOMA.
Appears in 1 contract
Samples: Reorganization Agreement (SHC Corp)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyPCI;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company PCI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyPCI, or upon the properties or business of the CompanyPCI; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyPCI.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyUSCI;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company USCI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, USCI or upon the securities, properties or business of the Companyto USCI; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Alltech International Holdings Inc)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws Bylaws of the CompanyCRC;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company CRC is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, CRC or upon the securities, properties or business of the Companyto CRC; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:: -------------------
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyGTEC ;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company GTEC is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, GTEC or upon the properties or business of the CompanyGTEC; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material adverse effect on the business or operations of the CompanyGTEC.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanySAC;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company SAC is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, SAC or upon the securities properties or business of the CompanySAC; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the Companyherein.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws Bylaws of the CompanyDOT VN;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company DOT VN is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, DOT VN or upon the properties or business of the CompanyDOT VN; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyDOT VN.
Appears in 1 contract
Samples: Merger Agreement (Dot VN, Inc.)
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws the Bylaws of the CompanyBarnico;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to which the Company Barnico is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, Barnico or upon the properties or business of the CompanyBarnico; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially material, adverse effect on the business or operations of the CompanyBarnico.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(ia) violate any provision of the Articles of Incorporation or By-Laws of the CompanyNEAH;
(iib) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time time, or both constitute) a default under, under any contract or other agreement to 13 which the Company NEAH is a party or by or to which it or any of its assets or properties may be bound or subject;
(iiic) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, NEAH or upon the properties or business of the CompanyNEAH; or
(ivd) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyNEAH.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyRRAI;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company RRAI is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the Company, RRAI or upon the properties or business of the CompanyRRAI; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyRRAI.
Appears in 1 contract
No Breach. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not:
(i) violate any provision of the Articles of Incorporation or By-Laws of the CompanyJet;
(ii) violate, conflict with or result in the breach of any of the terms of, result in a material modification of, otherwise give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any contract or other agreement to which the Company Jet is a party or by or to which it or any of its assets or properties may be bound or subject;
(iii) violate any order, judgment, injunction, award or decree of any court, arbitrator or governmental or regulatory body against, or binding upon, the CompanyJet, or upon the properties or business of the CompanyJet; or
(iv) violate any statute, law or regulation of any jurisdiction applicable to the transactions contemplated herein which could have a materially adverse effect on the business or operations of the CompanyJet.
Appears in 1 contract