Common use of No Conflict or Violation; Approvals Clause in Contracts

No Conflict or Violation; Approvals. The execution, delivery and performance of this Agreement and the Contemplated Transactions will not (a) violate or conflict with Seller’s articles of incorporation or by-laws; (b) cause a breach of, or a default under, or create any right for any party to accelerate, terminate, modify or require notice under or cancel, any contract, permit, authorization or concession that Seller or the Shareholder is a party or by which any of the Assets are bound; (c) violate by Seller or Shareholder any law, rule, regulation, constitution, injunction, judgment, order, decree, ruling or other restriction of any government, government agency or court; or (d) impose any encumbrance, restriction or charge on the Business or on any of the Assets. No consent, approval or authorization of, or declaration, filing or registration with, any authority, or any other person or entity, is required to be made or obtained by Seller or Shareholder in connection with the execution, delivery and performance of the Agreement and the Contemplated Transactions, except as have been received by Seller or Shareholder prior to the Closing.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Speedemissions Inc), Asset Purchase Agreement (Gold Leaf Homes, Inc.), Asset Purchase Agreement (Bluestar Health, Inc.)

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No Conflict or Violation; Approvals. The execution, delivery and performance of this Agreement and the Contemplated Transactions will not (a) violate or conflict with any of Seller’s 's articles of incorporation organization or by-lawsoperating agreement; (b) cause a breach of, or a default under, or create any right for any party to accelerate, terminate, modify or require notice under or cancel, any contract, permit, authorization or concession that any Seller or the Shareholder is a party or by which any of the Assets are bound; (c) violate by Seller or Shareholder any law, rule, regulation, constitution, injunction, judgment, order, decree, ruling or other restriction of any government, government agency or court; or (d) impose any encumbrance, restriction or charge on the Business or on any of the Assets. No consent, approval or authorization of, or declaration, filing or registration with, any authority, or any other person or entity, is required to be made or obtained by Seller or Shareholder one of the Sellers in connection with the execution, delivery and performance of the Agreement and the Contemplated Transactions, except as will have been received by Seller Sellers on or Shareholder prior to before the ClosingClosing Date. 2.3.

Appears in 1 contract

Samples: Asset Purchase Agreement (Speedemissions Inc)

No Conflict or Violation; Approvals. The execution, delivery and performance of this Agreement and the Contemplated Transactions will not (a) violate or conflict with Seller’s articles of incorporation organization or by-lawsoperating agreement; (b) cause a breach of, or a default under, or create any right for any party to accelerate, terminate, modify or require notice under or cancel, any contract, permit, authorization or concession that Seller or the Shareholder is a party or by which any of the Assets are bound; (c) violate by Seller or Shareholder any law, rule, regulation, constitution, injunction, judgment, order, decree, ruling or other restriction of any government, government agency or court; or (d) impose any encumbrance, restriction or charge on the Business or on any of the Assets. No consent, approval or authorization of, or declaration, filing or registration with, any authority, or any other person or entity, is required to be made or obtained by Seller or Shareholder in connection with the execution, delivery and performance of the Agreement and the Contemplated Transactions, except as will have been received by Seller on or Shareholder prior to before the ClosingClosing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Speedemissions Inc)

No Conflict or Violation; Approvals. The execution, delivery and performance of this Agreement and the Contemplated Transactions will not (a) violate or conflict with any of Seller’s articles of incorporation organization or by-lawsoperating agreement; (b) cause a breach of, or a default under, or create any right for any party to accelerate, terminate, modify or require notice under or cancel, any contract, permit, authorization or concession that any Seller or the Shareholder is a party or by which any of the Assets are bound; (c) violate by Seller or Shareholder any law, rule, regulation, constitution, injunction, judgment, order, decree, ruling or other restriction of any government, government agency or court; or (d) impose any encumbrance, restriction or charge on the Business or on any of the Assets. No consent, approval or authorization of, or declaration, filing or registration with, any authority, or any other person or entity, is required to be made or obtained by Seller or Shareholder one of the Sellers in connection with the execution, delivery and performance of the Agreement and the Contemplated Transactions, except as will have been received by Seller Sellers on or Shareholder prior to before the ClosingClosing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Speedemissions Inc)

No Conflict or Violation; Approvals. The execution, delivery and performance of this Agreement and the Contemplated Transactions will not (a) violate or conflict with Seller’s Company's articles of incorporation or by-laws; (b) cause a breach of, or a default under, or create any right for any party to accelerate, terminate, modify or require notice under or cancel, any contract, permit, authorization or concession that Seller Company or the Shareholder is a party or by which any of the Assets are bound; (c) violate by Seller Company or Shareholder any law, rule, regulation, constitution, injunction, judgment, order, decree, ruling or other restriction of any government, government agency or court; or (d) impose any encumbrance, restriction or charge on the Business or on any of the Assets. No consent, approval or authorization of, or declaration, filing or registration with, any authority, or any other person or entity, is required to be made or obtained by Seller Company or Shareholder in connection with the execution, delivery and performance of the Agreement and the Contemplated Transactions, except as have been received by Seller Company or Shareholder prior to the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Speedemissions Inc)

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No Conflict or Violation; Approvals. The execution, delivery and performance of this Agreement and the Contemplated Transactions will not (a) violate or conflict with Seller’s Sellers’ articles of incorporation organization or by-lawsoperating agreements; (b) cause a breach of, or a default under, or create any right for any party to accelerate, terminate, modify or require notice under or cancel, any contract, permit, authorization or concession that Seller Sellers or the Shareholder Shareholders is a party or by which any of the Assets are bound; (c) violate by Seller Sellers or Shareholder Shareholders any law, rule, regulation, constitution, injunction, judgment, order, decree, ruling or other restriction of any government, government agency or court; or (d) impose any encumbrance, restriction or charge on the Business or on any of the Assets. No consent, approval or authorization of, or declaration, filing or registration with, any authority, or any other person or entity, is required to be made or obtained by Seller Sellers or Shareholder Shareholders in connection with the execution, delivery and performance of the Agreement and the Contemplated Transactions, except as have been received by Seller Sellers or Shareholder Shareholders prior to the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tristar Wellness Solutions, Inc.)

No Conflict or Violation; Approvals. The execution, delivery and performance of this Agreement and the Contemplated Transactions will not (a) violate or conflict with Seller’s articles of incorporation organization or by-lawsoperating agreement; (b) cause a breach of, or a default under, or create any right for any party to accelerate, terminate, modify or require notice under or cancel, any contract, permit, authorization or concession that Seller or the Shareholder any Member is a party or by which any of the Assets are bound; (c) violate by Seller or Shareholder any Member any law, rule, regulation, constitution, injunction, judgment, order, decree, ruling or other restriction of any government, government agency or court; or (d) impose any encumbrance, restriction or charge on the Business or on any of the Assets. No consent, approval or authorization of, or declaration, filing or registration with, any authority, or any other person or entity, is required to be made or obtained by Seller or Shareholder any Member in connection with the execution, delivery and performance of the Agreement and the Contemplated Transactions, except as have been received by Seller or Shareholder Members prior to the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Speedemissions Inc)

No Conflict or Violation; Approvals. The execution, delivery and performance of this Agreement and the Contemplated Transactions will not (a) violate or conflict with Seller’s 's articles of incorporation or by-laws; (b) cause a breach of, or a default under, or create any right for any party to accelerate, terminate, modify or require notice under or cancel, any contract, permit, authorization or concession that Seller or the Shareholder is a party or by which any of the Assets are bound; (c) violate by Seller or Shareholder any law, rule, regulation, constitution, injunction, judgment, order, decree, ruling or other restriction of any government, government agency or court; or (d) impose any encumbrance, restriction or charge on the Business or on any of the Assets. No consent, approval or authorization of, or declaration, filing or registration with, any authority, or any other person or entity, is required to be made or obtained by Seller or Shareholder in connection with the execution, delivery and performance of the Agreement and the Contemplated Transactions, except as have been received by Seller or Shareholder prior to the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Speedemissions Inc)

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