No Conflict; Consent. Neither the execution and delivery by MAII and the Company of this Agreement, nor the consummation of the transactions therein contemplated, nor compliance with the provisions thereof will violate (a) any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on MAII or the Company, or (b) MAII's or the Company's articles or certificate of incorporation, or bylaws, or (c) the provisions of any indenture, instrument or agreement to which MAII or the Company is a party or is subject, or by which it, or their respective Property, is bound, or conflict with or constitute a default thereunder, or result in, or require, the creation or imposition of any Lien in, of or on the Property of MAII or the Company pursuant to the terms of any such indenture, instrument or agreement. No order, consent, adjudication, approval, license, authorization, or validation of, or filing, recording or registration with, or exemption by, or other action in respect of any governmental or public body or authority, or any subdivision thereof, which has not been obtained by MAII or the Company is required to be obtained by MAII or the Company in connection with the execution and delivery of this Agreement, or the legality, validity, binding effect or enforceability of any of this Agreement. No consent, approval or authorization of, or notice to, any other person or entity, including, without limitation, parties to loans, contracts, leases or other agreements, is required in connection with the execution, delivery and performance of this Agreement by MAII or the Company or the consummation by it of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (CRD Holdings Inc), Merger Agreement (Maii Holdings Inc)
No Conflict; Consent. Neither the execution and delivery by MAII the Company and the Company Shareholders of this Agreement, nor the consummation of the transactions therein contemplated, nor compliance with the provisions thereof will violate (a) any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on MAII the Company or any of the CompanyCompany Shareholders, or (b) MAII's or the Company's articles or certificate of incorporation, incorporation or bylaws, or (c) the provisions of any indenture, instrument or agreement to which MAII or the Company is a party or is subject, or by which it, or their respective its Property, is bound, or conflict with or constitute a default thereunder, or result in, or require, the creation or imposition of any Lien in, of or on the Property of MAII or the Company pursuant to the terms of any such indenture, instrument or agreement. No order, consent, adjudication, approval, license, authorization, or validation of, or filing, recording or registration with, or exemption by, or other action in respect of any governmental or public body or authority, or any subdivision thereof, which has not been obtained by MAII the Company or the Company Shareholders is required to be obtained by MAII the Company or the Company Shareholders in connection with the execution and delivery of this Agreement, or the legality, validity, binding effect or enforceability of any of this Agreement. No consent, approval or authorization of, or notice to, any other person or entity, including, without limitation, parties to loans, contracts, leases or other agreements, is required in connection with the execution, delivery and performance of this Agreement by MAII or the Company or any Company Shareholder or the consummation by it or them of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (Boundless Motor Sports Racing Inc), Merger Agreement (Kruger Paul)
No Conflict; Consent. Neither the execution and delivery by MAII the Company and the Company Members of this Agreement, nor the consummation of the transactions therein contemplated, nor compliance with the provisions thereof will violate (a) any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on MAII the Company or any of the CompanyMembers, or (b) MAII's or the Company's articles of organization or certificate of incorporation, regulations or bylawssimilar documents, or (c) the provisions of any indenture, instrument or agreement to which MAII or the Company is a party or is subject, or by which it, or their respective its Property, is bound, or conflict with or constitute a default thereunder, or result in, or require, the creation or imposition of any Lien in, of or on the Property of MAII or the Company pursuant to the terms of any such indenture, instrument or agreement. No order, consent, adjudication, approval, license, authorization, or validation of, or filing, recording or registration with, or exemption by, or other action in respect of any governmental or public body or authority, or any subdivision thereof, which has not been obtained by MAII the Company or the Company Members is required to be obtained by MAII the Company or the Company Members in connection with the execution and delivery of this Agreement, or the legality, validity, binding effect or enforceability of any of this Agreement. No consent, approval or authorization of, or notice to, any other person or entity, including, without limitation, parties to loans, contracts, leases or other agreements, is required in connection with the execution, delivery and performance of this Agreement by MAII or the Company or any Member or the consummation by it or them of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (Boundless Motor Sports Racing Inc), Merger Agreement (Kruger Paul)
No Conflict; Consent. Neither the execution and delivery by MAII the Company and the Company Shareholders of this Agreement, nor the consummation of the transactions therein contemplated, nor compliance with the provisions thereof will violate (a) any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on MAII the Company or the Companysuch Shareholder, or (b) MAII's or the Company's articles of organization or certificate of incorporation, regulations or bylawssimilar documents, or (c) the provisions of any indenture, instrument or agreement to which MAII or the Company is a party or is subject, or by which it, or their respective its Property, is bound, or conflict with or constitute a default thereunder, or result in, or require, the creation or imposition of any Lien in, of or on the Property of MAII or the Company pursuant to the terms of any such indenture, instrument or agreement. No order, consent, adjudication, approval, license, authorization, or validation of, or filing, recording or registration with, or exemption by, or other action in respect of any governmental or public body or authority, or any subdivision thereof, which has not been obtained by MAII or the Company or a Shareholder is required to be obtained by MAII or the Company or a Shareholder in connection with the execution and delivery of this Agreement, or the legality, validity, binding effect or enforceability of any of this Agreement. No Except as set forth in Schedule 3.4, no consent, approval or authorization of, or notice to, any other person or entity, including, without limitation, parties to loans, contracts, leases or other agreements, is required in connection with the execution, delivery and performance of this Agreement by MAII WMT or the Company BIO or the consummation by it of the transactions contemplated hereby.
Appears in 1 contract
Samples: Merger Agreement (Wound Management Technologies, Inc.)
No Conflict; Consent. Neither the execution and delivery by MAII and the Company of this Agreement, nor the consummation of the transactions therein herein contemplated, nor compliance with the provisions thereof hereof will violate (a) any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on MAII or the Company, or (b) MAII's or the Company's articles or ’s certificate of incorporation, incorporation or bylaws, or (c) the provisions of any indenture, instrument or agreement to which MAII or the Company is a party or is subject, or by which it, or their respective its Property, is bound, or conflict with or constitute a default thereunder, or result in, or require, the creation or imposition of any Lien in, of or on the Property of MAII or the Company pursuant to the terms of any such indenture, instrument or agreement. No order, consent, adjudication, approval, license, authorization, or validation of, or filing, recording or registration with, or exemption by, or other action in respect of any governmental or public body or authority, or any subdivision thereof, which has not been obtained by MAII or the Company is required to be obtained by MAII or the Company in connection with the execution and delivery of this Agreement, or the legality, validity, binding effect or enforceability of any of this Agreement. No consent, approval or authorization of, or notice to, any other person or entity, including, without limitation, parties to loans, contracts, leases or other agreements, is required in connection with the execution, delivery and performance of this Agreement by MAII or the Company or the consummation by it of the transactions contemplated hereby.
Appears in 1 contract
Samples: Merger Agreement (FUND.COM Inc.)
No Conflict; Consent. Neither the execution and delivery by MAII the Company and the Company Members of this Agreement, nor the consummation of the transactions therein contemplated, nor compliance with the provisions thereof will violate (a) any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on MAII the Company or the Companysuch Member, or (b) MAII's or the Company's articles of organization or certificate of incorporation, regulations or bylawssimilar documents, or (c) the provisions of any indenture, instrument or agreement to which MAII or the Company is a party or is subject, or by which it, or their respective its Property, is bound, or conflict with or constitute a default thereunder, or result in, or require, the creation or imposition of any Lien in, of or on the Property of MAII or the Company pursuant to the terms of any such indenture, instrument or agreement. No order, consent, adjudication, approval, license, authorization, or validation of, or filing, recording or registration with, or exemption by, or other action in respect of any governmental or public body or authority, or any subdivision thereof, which has not been obtained by MAII or the Company or a Member is required to be obtained by MAII or the Company or a Member in connection with the execution and delivery of this Agreement, or the legality, validity, binding effect or enforceability of any of this Agreement. No Except as set forth in Schedule 3.4, no consent, approval or authorization of, or notice to, any other person or entity, including, without limitation, parties to loans, contracts, leases or other agreements, is required in connection with the execution, delivery and performance of this Agreement by MAII MBS or the Company WCare or the consummation by it of the transactions contemplated hereby.
Appears in 1 contract
Samples: Merger Agreement (Mb Software Corp)
No Conflict; Consent. Neither the execution and delivery by MAII and the Company of this Agreement, nor the consummation of the transactions therein herein contemplated, nor compliance with the provisions thereof will violate (a) any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on MAII or the Company, or (b) MAII's or the Company's articles of incorporation or certificate of incorporation, or bylawsby-laws, or (c) except as set forth on SCHEDULE 3.4, the provisions of any indenture, instrument or agreement to which MAII or the Company is a party or is subject, or by which it, or their its respective Property, is bound, or conflict with or constitute a default thereunder, or result in, or require, the creation or imposition of any Lien in, of or on the Property of MAII or the Company pursuant to the terms of any such indenture, instrument or agreement. No order, consent, adjudication, approval, license, authorization, or validation of, or filing, recording or registration with, or exemption by, or other action in respect of any governmental or public body or authority, or any subdivision thereof, which has not been obtained by MAII or the Company is required to be obtained by MAII or the Company in connection with the execution and delivery of this Agreement, or the legality, validity, binding effect or enforceability of any of this Agreement. No Except as set forth in SCHEDULE 3.4, no consent, approval or authorization of, or notice to, any other person or entity, including, without limitation, parties to loans, contracts, leases or other agreements, is required in connection with the execution, delivery and performance of this Agreement by MAII or the Company or the consummation by it of the transactions contemplated hereby.
Appears in 1 contract