Common use of No Conflict; Required Filings and Consent Clause in Contracts

No Conflict; Required Filings and Consent. The execution and delivery by Cannex of this Agreement and the performance of its obligations hereunder and the completion of the Business Combination will not violate, conflict with or result in a breach of any provision of the organizational documents of Cannex or its Subsidiaries, or any Cannex Third Party Permit Holder (as defined below), and, except as would not have a Cannex Material Adverse Effect, will not: (i) violate, conflict with or result in a breach of: (A) any Cannex Material Contract; or (B) any Law to which Cannex, its Subsidiaries or any Cannex Third Party Permit Holders are subject or by which Cannex, its Subsidiaries or any Cannex Third Party Permit Holders are bound; (ii) give rise to any right of termination, or the acceleration of any indebtedness, under any Cannex Material Contract or licence or permit held by Cannex, its Subsidiaries or any Cannex Third Party Permit Holder; or (iii) give rise to any rights of first refusal or rights of first offer, trigger any change in control or any restriction or limitation under any Cannex Material Contract or licence or permit held by Cannex, its Subsidiaries or any Cannex Third Party Permit Holder, or result in the imposition of any Lien upon any of Cannex’s assets or the assets of its Subsidiaries or any Cannex Third Party Permit Holder. Other than the Interim Order and the Final Order, compliance with applicable Securities Laws and stock exchange rules and policies (including obtaining the Cannex CSE Approval), no Permit is necessary on the part of Cannex for the consummation by Cannex of its obligations in connection with the Business Combination under this Agreement or for the completion of the Business Combination not to cause or result in any loss of any rights or assets or any interest therein held by Cannex or its Subsidiaries in any material properties, except for such Permits as to which the failure to obtain or make would not (x) individually or in the aggregate, prevent or materially delay consummation of the Business Combination or (y) have a Cannex Material Adverse Effect.

Appears in 2 contracts

Samples: Business Combination Agreement (Cannex Capital Holdings Inc.), Business Combination Agreement (4Front Ventures Corp.)

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No Conflict; Required Filings and Consent. The execution and delivery by Cannex Bonterra of this Agreement and the performance by it of its obligations hereunder and the completion of the Business Combination Metanor Arrangement and the Bonterra Arrangement will not violate, conflict with or result in a breach of any provision of the organizational constating documents of Cannex or its SubsidiariesBonterra, or any Cannex Third Party Permit Holder (as defined below), and, and except as would not not, individually or in the aggregate, have or reasonably be expected to have a Cannex Bonterra Material Adverse Effect, will not: (ia) violate, conflict with or result in a breach of: (Ai) any Cannex Material Contractagreement, contract, indenture, deed of trust, mortgage, bond, instrument, Authorization, licence or permit to which Bonterra or by which is bound; or (Bii) any Law to which Cannex, its Subsidiaries or any Cannex Third Party Permit Holders are Bonterra is subject or by which Cannex, its Subsidiaries or any Cannex Third Party Permit Holders are Bonterra is bound; (iib) give rise to any right of termination, or the acceleration of any indebtedness, under any Cannex Material Contract or such agreement, contract, indenture, Authorization, deed of trust, mortgage, bond, instrument, licence or permit held by Cannex, its Subsidiaries or any Cannex Third Party Permit Holderpermit; or (iiic) give rise to any rights of first refusal or rights of first offer, trigger any change in control or influence provisions or any restriction or limitation under any Cannex Material Contract or such agreement, contract, indenture, Authorization, deed of trust, mortgage, bond, instrument, licence or permit held by Cannex, its Subsidiaries or any Cannex Third Party Permit Holderpermit, or result in the imposition of any encumbrance, charge or Lien upon any of CannexBonterra’s assets or the assets of its Subsidiaries or any Cannex Third Party Permit Holderassets. Other than Bonterra Securityholder Approval, the Bonterra Interim Order and Order, the Bonterra Final Order, compliance filings with applicable Securities Laws the Registrar in connection with the Bonterra Arrangement and stock exchange rules and policies (including obtaining conditional listing approval of the Cannex CSE Approval)TSXV, no Permit Authorization, consent or approval of, or filing with, any Governmental Entity or any court or other authority is necessary on the part of Cannex Bonterra for the consummation by Cannex Bonterra of its obligations in connection with the Business Combination Metanor Arrangement and the Bonterra Arrangement under this Agreement or for the completion of the Business Combination Metanor Arrangement and the Bonterra Arrangement not to cause or result in any loss of any rights or assets or any interest therein held by Cannex or its Subsidiaries Bonterra in any material properties, except for such Permits Authorizations, consents, approvals and filings as to which the failure to obtain or make would not (x) not, individually or in the aggregate, prevent or materially delay consummation of the Business Combination or (y) have a Cannex Material Adverse Effecttransactions contemplated by this Agreement.

Appears in 1 contract

Samples: Arrangement Agreement

No Conflict; Required Filings and Consent. The Except as disclosed in Schedule “E”, Section (c) of the 4Front Disclosure Letter, the execution and delivery by Cannex 4Front of this Agreement and the performance by it of its obligations hereunder and the completion of the Business Combination will not violate, conflict with or result in a breach of any provision of the organizational documents of Cannex 4Front or its Subsidiaries, or any Cannex 4Front Third Party Permit Holder (as defined below)Holder, and, except as would not have a Cannex 4Front Material Adverse Effect, will not: (i) violate, conflict with or result in a breach of: (A) any Cannex 4Front Material Contract; or (B) any Law to which Cannex4Front, its Subsidiaries or any Cannex 4Front Third Party Permit Holders are subject or by which Cannex4Front, its Subsidiaries or any Cannex 4Front Third Party Permit Holders are bound; (ii) give rise to any right of termination, or the acceleration of any indebtedness, under any Cannex 4Front Material Contract or licence or permit held by Cannex4Front, its Subsidiaries or any Cannex 4Front Third Party Permit Holder; or (iii) give rise to any rights of first refusal or rights of first offer, trigger any change in control or any restriction or limitation under any Cannex 4Front Material Contract or licence or permit held by Cannex4Front, its Subsidiaries or any Cannex 4Front Third Party Permit Holder, or result in the imposition of any Lien upon any of Cannex4Front’s assets or the assets of its Subsidiaries or any Cannex 4Front Third Party Permit Holder. Other (d) Subsidiaries. 4Front does not have Subsidiaries or any material interests in any Person, other than those listed in Schedule “E”, Section (d) of the Interim Order 4Front Disclosure Letter. Each Subsidiary of 4Front is duly organized or incorporated, as applicable, and is validly existing under the Final Order, compliance with applicable Securities Laws and stock exchange rules and policies (including obtaining the Cannex CSE Approval), no Permit is necessary on the part of Cannex for the consummation by Cannex of its obligations jurisdiction of organization, has all necessary limited liability company power and authority to own its assets now owned and conduct its business as now owned and conducted by it and is duly qualified to carry on business in connection with each jurisdiction in which the Business Combination under this Agreement character of its properties or for the completion nature of the Business Combination not to cause or result in any loss of any rights or assets or any interest therein held by Cannex or its Subsidiaries in any material propertiesactivities makes such qualification necessary, except for such Permits as to which where the failure to obtain or make be so qualified would not (x) individually or in the aggregate, prevent or materially delay consummation of the Business Combination or (y) have a Cannex 4Front Material Adverse Effect. 4Front beneficially owns, directly or indirectly, all of the issued and outstanding equity securities of its Subsidiaries. All of the outstanding equity securities in the capital of each Subsidiary are: (i) validly issued, fully- paid and non-assessable and all such equity securities are owned free and clear of all Liens; (ii) except as set forth in the organizational documents (including, without limitation, any operating agreement) of each Subsidiary, free of any other restrictions including any restriction on the right to vote, sell or otherwise dispose of shares; and (iii) all such securities so owned directly or indirectly by 4Front have been issued in material compliance with all applicable Laws.

Appears in 1 contract

Samples: Business Combination Agreement (Cannex Capital Holdings Inc.)

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No Conflict; Required Filings and Consent. The Except as disclosed in Schedule “E”, Section (c) of the 4Front Disclosure Letter, the execution and delivery by Cannex 4Front of this Agreement and the performance by it of its obligations hereunder and the completion of the Business Combination will not violate, conflict with or result in a breach of any provision of the organizational documents of Cannex 4Front or its Subsidiaries, or any Cannex 4Front Third Party Permit Holder (as defined below)Holder, and, except as would not have a Cannex 4Front Material Adverse Effect, will not: (i) violate, conflict with or result in a breach of: (A) any Cannex 4Front Material Contract; or (B) any Law to which Cannex4Front, its Subsidiaries or any Cannex 4Front Third Party Permit Holders are subject or by which Cannex4Front, its Subsidiaries or any Cannex 4Front Third Party Permit Holders are bound; (ii) give rise to any right of termination, or the acceleration of any indebtedness, under any Cannex 4Front Material Contract or licence or permit held by Cannex4Front, its Subsidiaries or any Cannex 4Front Third Party Permit Holder; or (iii) give rise to any rights of first refusal or rights of first offer, trigger any change in control or any restriction or limitation under any Cannex 4Front Material Contract or licence or permit held by Cannex4Front, its Subsidiaries or any Cannex 4Front Third Party Permit Holder, or result in the imposition of any Lien upon any of Cannex4Front’s assets or the assets of its Subsidiaries or any Cannex 4Front Third Party Permit Holder. Other than the Interim Order and the Final Order, compliance with applicable Securities Laws and stock exchange rules and policies (including obtaining the Cannex CSE Approval), no Permit is necessary on the part of Cannex for the consummation by Cannex of its obligations in connection with the Business Combination under this Agreement or for the completion of the Business Combination not to cause or result in any loss of any rights or assets or any interest therein held by Cannex or its Subsidiaries in any material properties, except for such Permits as to which the failure to obtain or make would not (x) individually or in the aggregate, prevent or materially delay consummation of the Business Combination or (y) have a Cannex Material Adverse Effect.

Appears in 1 contract

Samples: Business Combination Agreement (4Front Ventures Corp.)

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