No Conflict; Governmental Approvals. The execution, delivery, and performance of this Agreement and each of the Loan Documents will not (i) conflict with, violate, constitute a default under, or result in a breach of any provision of any applicable law, rule, regulation, judgment, decree, order, instrument or other agreement, or (ii) conflict with or result in a breach of any provision of the certificate or articles of incorporation or by-laws of any Borrower. No authorization, permit, consent or approval of or other action by, and no filing, registration or declaration with, any governmental authority or regulatory body is required to be obtained or made by any Borrower for the due execution, delivery and performance of this Agreement or any of the Loan Documents, except such as have been duly obtained or made prior to the Closing Date and are in full force and effect as of the Closing Date (copies of which have been delivered to the Bank on or before the Closing Date).
No Conflict; Governmental Approvals. (a) Except for acceptance of the Certificate of Merger by the Secretary of State of the State of Delaware, the execution, delivery and performance of this Agreement by Purchaser and Merger Sub do not and will not (i) violate, conflict with or result in the breach of any provision of the Charter Documents of Purchaser or Merger Sub, (ii) conflict with or violate in any material respect any Law applicable to Purchaser or Merger Sub, or (iii) conflict with, result in any breach of, constitute a default (or event which with the giving of notice or lapse of time, or both, would become a default) under, require any consent under, or give to others any rights of termination, amendment, acceleration, suspension, revocation or cancellation of, or result in the creation of any Encumbrance on any of the assets or properties of Purchaser or Merger Sub pursuant to, any note, bond, mortgage, indenture, license, permit, lease, sublease or other Contract to which Purchaser or Merger Sub is a party or by which any of the assets or properties is bound or affected, other than in the case of clauses (ii) and (iii), such violations, conflicts, breaches, defaults, terminations, cancellations or Encumbrances that could not reasonably be expected to have a Material Adverse Effect on Purchaser or Merger Sub.
(b) Except for acceptance of the Certificate of Merger by the Secretary of State of the State of Delaware, the execution, delivery and performance of this Agreement by Purchaser and Merger Sub do not and will not require any Approval of or Order by any Governmental Body or any other Person, except any filings or notifications with respect to federal or state securities Legal Requirements.
No Conflict; Governmental Approvals. The execution, delivery, and performance of this Agreement and each of the Loan Documents will not (i) conflict with, violate, constitute a default under, or result in a breach of any provision of any applicable law, rule, regulation, judgment, decree, order, instrument or other agreement, or (ii) conflict with or result in a breach of any provision of the certificate of incorporation or by-laws of the Borrower. No authorization, permit, consent or approval of or other action by, and no filing, registration or declaration with, any governmental authority or regulatory body is required to be obtained or made by the Borrower for the due execution, delivery and performance of this Agreement or any of the Loan Documents, except such as have been duly obtained or made prior to the date of this Agreement and are in full force and effect as of the date of this Agreement (copies of which have been delivered to the Bank).
No Conflict; Governmental Approvals. The consummation of the Related Transactions does not and will not violate or conflict with any laws, rules, regulations or orders of any Governmental Authority or violate, conflict with, result in a breach of, or constitute a default (with due notice or lapse of time or both) under any Contractual Obligation or organizational documents of Holdings or any of its Subsidiaries except if such violations, conflicts, breaches or defaults have not had and could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect. The execution, delivery and performance by Holdings and Borrower of this Agreement, and by each Credit Party of the other Loan Documents to which it is a party do not require any consent or approval of, registration or filing with, or any action by, any Governmental Authority or any other Person except those as have been obtained or made and are in full force and effect or where the failure to do so, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.
No Conflict; Governmental Approvals. The execution, delivery, and performance of this Agreement and each of the Loan Documents will not i. conflict with, violate, constitute a default under, or result in a breach of any provision of any applicable law, rule, regulation, judgment, decree, order, instrument or other agreement, or ii. conflict with or result in a breach of any provision of the articles or certificate of incorporation or bylaws, or regulations if the Obligor is a corporation, its partnership agreement if the Obligor is a partnership, or its other organizational documents as applicable; or (c) result in a default or violation of any indenture, mortgage, deed of trust, franchise, permit, contract, agreement or other instrument to which it is a party or by which it is bound. No authorization, permit, consent or approval of or other action by, and no filing, registration or declaration with, any governmental authority or regulatory body is required to be obtained or made by any Obligor for the due execution, delivery and performance of this Agreement or any of the Loan Documents, (other than filings to perfect the security granted by it) except such as have been duly obtained or made prior to the Closing Date and are in full force and effect as of the Closing Date (copies of which have been delivered to the Bank on or before the Closing Date). The consummation of this Agreement and the other Loan Documents and the transactions set forth herein will not result on any such default or violation or Event of Default.
No Conflict; Governmental Approvals. 19 3.4 Financial and Other Information Regarding Borrowers...........................................19 3.5 Taxes.........................................................................................20 3.6
No Conflict; Governmental Approvals. The consummation of the Related Transactions, and the execution, delivery and performance by Borrower or any Guarantor of any Bank Product Documents, does not and will not violate or conflict with any laws, rules, regulations or orders of any Governmental Authority or violate, conflict with, result in a breach of, or constitute a default (with due notice or lapse of time or both) under any Contractual Obligation or organizational documents of Holdings or any of its Subsidiaries except if such violations, conflicts, breaches or defaults have not had and could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect. The execution, delivery and performance by Holdings and Borrower of this Agreement, and by each Credit Party of the other Loan Documents or Bank Product Documents to which it is a party do not require any consent or approval of, registration or filing with, or any action by, any Governmental Authority or any other Person except those as have been obtained or made and are in full force and effect or where the failure to do so, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.
No Conflict; Governmental Approvals. The execution, delivery, and performance of this Agreement and each of the Loan Documents will not (i) conflict with, violate, constitute a default under, or result in a breach of any provision of any applicable law, rule, regulation, judgment, decree, order, instrument or other agreement of the Borrower, RTI or RTI Electronics; or (ii) conflict with or result in a breach of any provision of the certificate of incorporation or the bylaws or articles of organization of the Borrower, RTI or RTI Electronics. No authorization, permit, consent or approval of or other action by, and no filing, registration or declaration with, any governmental authority or regulatory body is required to be obtained or made by the Borrower, RTI or RTI Electronics for the due execution, delivery and performance of this Agreement or any of the Loan Documents, except such as have been duly obtained or made prior to the Closing Date and are in full force and effect as of the Closing Date (copies of which have been delivered to the Lender on or before the Closing Date).
No Conflict; Governmental Approvals. The execution, delivery, and performance of this Financing Agreement and each of the Loan Documents will not (i) conflict with, violate, constitute a default under, or result in a breach of any provision of any applicable law, rule, regulation, judgment, decree or order, or (ii) conflict with or result in a breach of any provision of the certificate of incorporation or by-laws of such Company. No authorization, permit, consent or approval of or other action by, and no filing, registration or declaration with, any governmental authority or regulatory body is required to be obtained or made by any Company for the due execution, delivery and performance of this Financing Agreement or any of the Loan Documents, except such as have been duly obtained or made prior to the date hereof.
No Conflict; Governmental Approvals. The execution, delivery, and performance of this Agreement, the Loan Purchase Commitment, the Collateral Documents and each of the Loan Documents will not (a) conflict with, violate, constitute a default under, or result in a breach of any Applicable Requirement; or (b) conflict with or result in a breach of any provision of Loan Purchase Commitment or other agreement or instrument binding upon the Borrower.
