No Conflict; Governmental Consents. (a) The execution, delivery and performance of this Agreement by the Parent and Buyer do not and will not (i) violate, conflict with or result in the breach of any provision of the charter or by-laws of the Parent or Buyer, (ii) conflict with or violate in any material respect any Law or Order applicable to any of the Parent or Buyer, 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 the Parent or Buyer pursuant to, any note, bond, mortgage, indenture, license, permit, lease, sublease or other Contract to which the Parent or Buyer is a party or by which any of its assets or properties is bound or affected, except as would not reasonably be expected to result in a Material Adverse Effect on the Parent or Buyer.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Dataram Corp), Agreement and Plan of Merger (Dataram Corp), Agreement and Plan of Merger (Dataram Corp)
No Conflict; Governmental Consents. (a) The execution, delivery and performance of this Agreement by the Parent and Buyer do does not and will not (i) violate, conflict with or result in the breach of any provision of the charter or by-laws of the Parent or Buyer, (ii) conflict with or violate in any material respect any Law or Order applicable to any of the Parent or Buyer, 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 the Parent or Buyer pursuant to, any note, bond, mortgage, indenture, license, permit, lease, sublease or other Contract to which the Parent or Buyer is a party or by which any of its assets or properties is bound or affected, except as would not reasonably be expected to result in a Material Adverse Effect on the Parent or Buyer.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Customer Acquisition Network Holdings, Inc.), Agreement and Plan of Merger (Customer Acquisition Network Holdings, Inc.)
No Conflict; Governmental Consents. (a) The execution, delivery and performance of this Agreement by the Buyer and Parent and Buyer do does not and will not (ia) violate, conflict with or result in the breach of any provision of the charter or by-laws bylaws of the Parent Buyer or BuyerParent, (iib) conflict with or violate in any material respect any Law or Order applicable to any of the Parent Buyer or BuyerParent, or (iiic) 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 the Buyer or Parent or Buyer pursuant to, any note, bond, mortgage, indenture, license, permit, lease, sublease or other Contract material contract, agreement, or instrument or arrangement to which the Buyer or Parent or Buyer is a party or by which any of its their assets or properties is bound or affected, except as for conflicts or violations which would not reasonably be expected to result in have a Material Adverse Effect material adverse effect on the ability of Buyer or Parent or Buyerto consummate the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tradestar Services, Inc.)
