No Company Defaults or Consents. Except as otherwise set forth in Schedule 3.04 attached hereto, neither the execution and delivery of this Agreement nor the carrying out of the transactions contemplated hereby will:
No Company Defaults or Consents. Neither the execution and delivery of this Agreement nor the effectuation of the transactions contemplated hereby will:
No Company Defaults or Consents. Neither the execution and delivery of this Amendment nor the effectuation of the transactions contemplated hereby will:
No Company Defaults or Consents. The execution and delivery of this Agreement by Company and the performance by Company of its obligations hereunder will not violate any provision of law or any judgment, award or decree or any indenture, agreement or other instrument to which Company is a party, or by which the properties or assets of Company are bound or affected, or conflict with, result in a breach of or constitute (with due notice or lapse of time or both) a default under, any such indenture, agreement or other instrument, in each case except to the extent that such violation, default or breach could not reasonably be expected to delay or otherwise significantly impair the ability of the parties to consummate the transactions contemplated hereby. Securities Purchase Agreement BioAuthorize Holdings, Inc.
No Company Defaults or Consents. Except as otherwise set forth on Schedule 3.5 hereto, none of the execution and delivery of this Agreement and the Ancillary Agreements, the consummation of the transactions contemplated hereby and thereby, or the compliance with the terms hereof and thereof by the Company or the Seller will: (a) violate or conflict with any of the terms, conditions, or provisions of the certificate or articles of incorporation or bylaws, or other organizational document, of any Entity; (b) violate any Legal Requirements applicable to any Entity or the property or assets of any Entity; (c) violate, conflict with, result in a breach of, constitute a default under (whether with or without notice or the lapse of time or both), trigger any payment under, or accelerate or permit the acceleration of the performance required by, or give any other party the right to terminate, cancel or accelerate, any material Contract or material Permit binding upon or applicable to any Entity; (d) result in the creation of any Lien on any material properties of any Entity; or (e) except for required filings and approvals under the HSR Act, require the Company to obtain or make any waiver, consent, action, approval, or authorization of, or registration, declaration, notice, or filing with, any private non-governmental third party or any Governmental Authority. 3.6
No Company Defaults or Consents. The execution, delivery and performance by the Company and Shareholder of this Agreement and each other Collateral Agreement to which they are party and the consummation of the transactions contemplated hereby and thereby do not and will not:
No Company Defaults or Consents. Neither the execution and delivery of this Agreement by the Sellers nor the carrying out by the Sellers of any of the transactions contemplated hereby will:
No Company Defaults or Consents. Except as otherwise set forth in Schedule 3.5 attached hereto and subject to the filing of the Certificate of Merger and receipt of the Company Stockholder Approval, neither the execution and delivery of this Agreement nor the carrying out of any of the transactions contemplated hereby by the Company will:
No Company Defaults or Consents. Except for filings and authorizations under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended (the "HSR Act") or as otherwise set forth in Schedule 3.5 attached hereto, neither the execution and delivery of this Agreement nor the carrying out of any of the transactions contemplated hereby will:
No Company Defaults or Consents. Except as otherwise set forth in Schedule 3.04 attached hereto and subject to the entry and provisions of a final and non-appealable order confirming the Plan (the "Confirmation Order") and assuming that the consents, approvals or authorizations of, or declarations or filings with the Bankruptcy Court have been made or obtained and shall remain in full force and effect, neither the execution and delivery of this Agreement nor the carrying out of the transactions contemplated hereby will:
