No Conflict; Government Authorizations. (a) Except as set forth in Section 3.2(a) of the Disclosure Schedule, assuming compliance by CharterMac, the Purchasers, ARCap and ARCap REIT with the notification requirements of the HSR Act, if applicable, and the making and obtaining of all filings, notifications, consents, approvals, authorizations and other actions referred to in Section 3.2(b) of this Agreement, the execution, delivery and performance of this Agreement by such Seller and the consummation of the transactions contemplated hereby do not and will not (with or without notice or lapse of time, or both) (i) if such Seller is not an individual, violate, conflict with or result in the breach of any provision of the certificate of incorporation or formation, limited liability company agreement, by-laws, regulations or other organizational or governing documents of such Seller, (ii) contravene, conflict with or violate any Law or Order applicable to such Seller or the Seller Units held thereby, or (iii) result in the creation of any Encumbrance (other than restrictions on transfer under applicable state and federal securities laws and under the LLC Agreement) on any of the Seller Units held by such Seller pursuant to any Contract to which such Seller is a party or by which any of the Seller Units held by such Seller is bound or affected, except in the case of clauses (ii) and (iii) above, for such contraventions, conflicts, violations and creations which could not reasonably be expected to materially impair the ability of Purchaser 2 to consummate the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Chartermac), Securities Purchase Agreement (American Mortgage Acceptance Co)
No Conflict; Government Authorizations. (a) Except as set forth in Section 3.2(a5.1(a) of the Disclosure Schedule, assuming compliance by CharterMacthe ARCap Sellers, ARCap, CharterMac and the Purchasers, ARCap and ARCap REIT Purchasers with the notification requirements of the HSR Act, if applicable, and the making and obtaining of all filings, notifications, consents, approvals, authorizations and other actions referred to in Section 3.2(b5.1(b) of this Agreement, the execution, delivery and performance of this Agreement by such Seller and the consummation of the transactions contemplated hereby do not and will not (with or without notice or lapse of time, or both) (i) if such Seller is not an individual, violate, conflict with or result in the breach of any provision of the certificate of incorporation or formation, limited liability company agreement, by-laws, regulations laws of ARCap REIT or other organizational or governing documents of such SellerASI, (ii) contravene, conflict with or violate any Law or Order applicable to such Seller ARCap REIT or ASI, (iii) conflict with or violate or breach any provision of, or give any third party the Seller Units held therebyright to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, any Contract of ARCap REIT or ASI, or (iiiiv) result in the creation of any Encumbrance (other than restrictions on transfer under applicable state and federal securities laws and under the LLC Agreementlaws) on any of the Seller Units held by such Seller properties or assets of ARCap REIT or ASI pursuant to any Contract to which such Seller Person is a party or by which any of the Seller Units held by such Seller is Person's properties or assets are bound or affected, except in the case of clauses (ii), (iii) and (iiiiv) above, for such contraventions, conflicts, violations violations, breaches, defaults, exercises, accelerations, cancellations, terminations, modifications and creations which could not reasonably be expected to materially impair the ability of Purchaser 2 to consummate the transactions contemplated by this Agreementresult in a Material Adverse Effect on any such Person.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Chartermac), Securities Purchase Agreement (American Mortgage Acceptance Co)