Common use of No Conflict; Required Consents and Approvals Clause in Contracts

No Conflict; Required Consents and Approvals. (a) The execution, delivery and performance by such Purchaser of this Agreement and each of the Transaction Documents to which such Purchaser is or will be a party, and the consummation of the Transactions, do not and will not: (i) conflict with or violate the certificate of incorporation or bylaws (or equivalent organizational documents) of such Purchaser; (ii) conflict with or violate any Applicable Law; or (iii) result in any breach of, constitute a default (or an event that, with notice or lapse of time or both, would become a default or breach) under or require any consent of any Person pursuant to, any material contract or permit of such Purchaser, except, in the case of the foregoing clauses (i), (ii) and (iii), for any such conflicts, violations, breaches, defaults or other occurrences that would not, individually or in the aggregate, have a material adverse effect on such Purchaser’s ability to consummate the Transactions. (b) The execution, delivery and performance by such Purchaser of this Agreement and each of the other Transaction Documents to which such Purchaser will be a party or the consummation of the Transactions by such Purchaser do not, and the performance of this Agreement by such Purchaser will not, require any consent, approval authorization or permit of or filing with or notification to, any Governmental Entity for such performance.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Liberated Syndication Inc.), Stock Purchase Agreement (Liberated Syndication Inc.)

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No Conflict; Required Consents and Approvals. (a) The execution, delivery and performance by such Purchaser of this Agreement and each of the Transaction Documents to which such Purchaser it is or will be a party, and the consummation of the Transactionstransactions contemplated hereby and thereby, do not and will not: (i) conflict with or violate the certificate articles of incorporation or bylaws (association or equivalent organizational documents) organization documents of such Purchaser, as the case may be; (ii) conflict with or violate any Applicable LawLaw with respect to Purchaser, as the case may be; or (iii) result in any breach of, constitute a default (or an event that, with notice or lapse of time or both, would become a default or breach) under or require any consent of any Person pursuant to, any material contract Contract or permit of such Purchaser, as applicable, except, in the case of the foregoing clauses (i), (ii) and (iii), for any such conflicts, violations, breaches, defaults or other occurrences that would not, individually or in the aggregate, have a material adverse effect on such Purchaser’s ability to consummate the TransactionsShare Sale or any of the other transactions contemplated by this Agreement or any of the other Transaction Documents. (b) The execution, delivery and performance by such Purchaser of this Agreement and each of the other Transaction Documents to which such Purchaser it is or will be a party or and the consummation of the Transactions transactions contemplated hereby or thereby by such Purchaser do not, and the performance of this Agreement by such Purchaser will not, require any consent, approval approval, authorization or permit of of, or filing with or notification to, any Governmental Entity for such performance.

Appears in 1 contract

Samples: Share Purchase Agreement (Formfactor Inc)

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No Conflict; Required Consents and Approvals. (a) The execution, delivery and performance by such Purchaser of this Agreement and each of the Transaction Documents to which such Purchaser it is or will be a party, and the consummation of the Transactionstransactions contemplated hereby and thereby, do not and will not: (i) conflict with or violate the certificate articles of incorporation or bylaws (association or equivalent organizational documents) organization documents of such Purchaser, as the case may be; (ii) conflict with or violate any Applicable LawLaw with respect to Purchaser, as the case may be; or (iii) result in any breach of, constitute a default (or an event that, with notice or lapse of time or both, would become a default or breach) under or require any consent of any Person pursuant to, any material contract Contract or permit of such Purchaser, as applicable, except, in the case of the foregoing clauses (i), (ii) and (iii), for any such conflicts, violations, breaches, defaults or other occurrences that would not, individually or in the aggregate, have a material adverse effect on such Purchaser’s ability to consummate the Transactions. (b) The execution, delivery and performance Share Sale or any of the other transactions contemplated by such Purchaser of this Agreement and each or any of the other Transaction Documents to which such Purchaser will be a party or the consummation of the Transactions by such Purchaser do not, and the performance of this Agreement by such Purchaser will not, require any consent, approval authorization or permit of or filing with or notification to, any Governmental Entity for such performanceDocuments.

Appears in 1 contract

Samples: Share Purchase Agreement (Camtek LTD)

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