No Conflict with Other Instruments; No Approvals Required Sample Clauses

No Conflict with Other Instruments; No Approvals Required. Except as Have Been Obtained. The execution and delivery of this Agreement and Amended and Restated Shareholders Agreement by such Investor and the compliance by such Investor with the terms and conditions hereof and thereof will not violate, with or without the giving of notice or the lapse of time, or both, or require any registration, qualification, approval or filing under, any provision of law, statute, ordinance or regulation applicable to such Investor, and will not conflict with, or require any consent or approval under, or result in the breach or termination of any provision of, or constitute a default under, or result in the acceleration of the performance of the obligations of such Investor under, or result in the creation of any claim, lien, charge or encumbrance upon any of the properties, assets or businesses of such Investor pursuant to the articles of incorporation or bye-laws of such Investor (if such Investor is a corporation) or equivalent organizational documents (if such Investor is not a corporation) or any order, judgment, decree, law, statute, ordinance or regulation applicable to such Investor or any contract, instrument, agreement or restriction to which such Investor is a party or by which such Investor or any of its assets or properties is bound other than any such (i) violation, (ii) failure to register, qualify, obtain approval or file, (iii) conflict, (iv) breach, termination or default, (v) acceleration, or (vi) creation of claim, lien, charge or encumbrance that would not, individually or in the aggregate, have a material adverse effect on such Investor's ability to consummate the transactions contemplated hereby. Neither such Investor nor any of its assets or properties is subject to any charter, bye-law, contract or other instrument or agreement, order, judgment, decree, law, statute, ordinance or regulation or any other restriction of any kind or char acter that would prevent such Investor from entering into this Agreement or the Amended and Restated Shareholders Agreement or from consummating the transactions contemplated hereby or thereby in accordance with the terms hereof or thereof other than that which would not, individually or in the aggregate have a material adverse effect on such Investor's ability to consummate the transactions contemplated in accordance with the terms hereof or thereof. Notwithstanding anything in this Agreement to the contrary, no representation or warranty is made by any Investor regarding ...
Sample 1
AutoNDA by SimpleDocs
No Conflict with Other Instruments; No Approvals Required. Except as Have Been Obtained. The execution and delivery of this Agreement, by such Investor and the compliance by such Investor with the terms and conditions hereof will not violate, with or without the giving of notice or the lapse of time, or both, or require any registration, qualification, approval or filing under, any provision of law, statute, ordinance or regulation applicable to such Investor, and will not conflict with, or require any consent or approval under, or result in the breach or termination of any provision of, or constitute a default under, or result in the acceleration of the performance of the obligations of such Investor under, or result in the creation of any claim, lien, charge or encumbrance upon any of the properties, assets or businesses of such Investor pursuant to the articles of incorporation or by-laws of such Investor (if such Investor is a corporation) or equivalent organizational documents (if such Investor is not a corporation) or any order, judgment, decree, law, statute, ordinance or regulation applicable to such Investor or any contract, instrument, agreement or restriction to which such Investor is a party or by which such Investor or any of its assets or properties is bound, other than any such (i) violation, (ii) failure to register, qualify, obtain approval or file, (iii) conflict, (iv) breach, termination or default, (v) acceleration or (vi) creation of claim, lien, charge or encumbrance that would not, individually or in the aggregate, have a material adverse effect on such Investor's ability to consummate the transactions contemplated hereby. Neither such Investor nor any of its assets or properties is subject to any charter, by-law, contract or other instrument or agreement, order, judgment, decree, law, statute, ordinance or regulation or any other restriction of any kind or character that would prevent such Investor from entering into this Agreement or from consummating the transactions contemplated hereby in accordance with the terms hereof other than that which would not, individually or in the aggregate, have a material adverse effect on such Investor's ability to consummate the transactions contemplated hereby in accordance with the terms hereof. Notwithstanding anything in this Agreement to the contrary, no representation or warranty is made by any Investor regarding compliance with ERISA or Section 4975 of the Code, or the effect under ERISA or Section 4975 of the Code of the execution and delivery of ...
Sample 1
No Conflict with Other Instruments; No Approvals Required. The execution, delivery and performance of this Agreement by the Company and the consummation by the Company of the transactions contemplated hereby will not violate any provision of law applicable to the Company, and will not violate the articles of association or other governing documents of the Company or any material agreement to which the Company is a party or by which the Company or any of its assets or properties is bound. Except as set forth on Schedule 4(d), there are no approvals, consents or authorizations of any third party required for the Company to consummate the transactions contemplated hereby.
Sample 1
No Conflict with Other Instruments; No Approvals Required. Except as Have Been Obtained. The execution and delivery of this Agreement and the Registration Rights Agreement by AOL and compliance by AOL with the terms and conditions hereof and thereof, will not violate, with or without the giving of notice or the lapse of time, or both, or require any registration, qualification, approval or filing under, any provision of law, statute, ordinance or regulation applicable to AOL and will not conflict with, or require any consent or approval under, or result in the breach or termination of any provision of, or constitute a default under, or result in the acceleration of the performance of the obligations of AOL under, or result in the creation of any claim, lien, charge or encumbrance upon any of the properties, assets or businesses of AOL pursuant to the Certificate of Incorporation or By-laws of AOL or any order, judgment, decree, law, ordinance or regulation applicable to the AOL, or any contract, instrument, agreement or restriction to which AOL is a party or by which AOL or any of its assets or properties is bound, in each case, that would prevent AOL from entering into this Agreement or the Registration Rights Agreement or from consummating the transactions contemplated in accordance with the terms hereof.
Sample 1
No Conflict with Other Instruments; No Approvals Required. Except as Have Been Obtained. The execution and delivery of this Agreement, the Registration Rights Agreement and the Warrant Certificate by the Company and compliance by the Company with the terms and conditions hereof and thereof, will not violate, with or without the giving of notice or the lapse of time, or both, or require any registration, qualification, approval or filing under, any provision of law, statute, ordinance or regulation applicable to the Company and will not conflict with, or require any consent or approval under, or result in the breach or termination of any provision of, or constitute a default under, or result in the acceleration of the performance of the obligations of the Company under, or result in the creation of any claim, lien, charge or encumbrance upon any of the properties, assets or businesses
Sample 1

Related to No Conflict with Other Instruments; No Approvals Required

  • No Conflict With Other Instruments The execution of this Agreement and the consummation of the transactions contemplated by this Agreement will not result in the breach of any term or provision of, constitute a default under, or terminate, accelerate or modify the terms of, any indenture, mortgage, deed of trust, or other material agreement or instrument to which the Company is a party or to which any of its assets, properties or operations are subject.

  • Conflict with Other Instruments The execution and delivery by the Company of the Agreement and the performance by the Company of its obligations thereunder, do not and will not: (i) conflict with or result in a breach of any of the terms, conditions or provisions of: (A) the charter documents of the Company; (B) any law applicable to or binding on the Company; or (C) any contractual restriction binding on or affecting the Company or its properties the breach of which would have a material adverse effect on the Company; or (ii) result in, or require or permit: (A) the imposition of any lien on or with respect to the properties now owned or hereafter acquired by the Company; or (B) The acceleration of the maturity of any debt of the Company, under any contractual provision binding on or affecting the Company;

  • Conflict with Other Instruments, etc Neither the execution and delivery of any Loan Document to which Borrower is a party nor the consummation of the transactions therein contemplated nor compliance with the terms, conditions and provisions thereof will conflict with or result in a breach of any of the terms, conditions or provisions of the certificate of incorporation, the by-laws, or any other organizational documents of Borrower or any law or any regulation, order, writ, injunction or decree of any court or governmental instrumentality or any material agreement or instrument to which Borrower is a party or by which it or any of its Property is bound or to which it or any of its Property is subject, or constitute a default thereunder or result in the creation or imposition of any Lien, other than Permitted Liens.

  • Conflict with Other Agreements; Approvals The execution and delivery of this Agreement does not, and the consummation of the transactions contemplated hereby will not result in any violation of, or default (with or without notice or lapse of time, or both) under, or give rise to a material right of termination, cancellation or acceleration of any obligation or the loss of a material benefit under, or the creation of a lien, pledge, security interest or other encumbrance on assets (any such conflict, violation, default, right of termination, cancellation or acceleration, loss or creation, a "violation") pursuant to any provision of the Articles of Incorporation or Bylaws or any organizational document of CLCE or, result in any violation of any loan or credit agreement, note, mortgage, indenture, lease, benefit plan or other agreement, obligation, instrument, permit, concession, franchise, license, judgment, order, decree, statute, law, ordinance, rule or regulation applicable to CLCE which violation would have a material adverse effect on CLCE taken as a whole. No consent, approval, order or authorization of, or registration, declaration or filing with, any court, administrative agency or commission or other governmental authority or instrumentality, domestic or foreign (a "Governmental Entity") is required by or with respect to CLCE in connection with the execution and delivery of this Agreement by CLCE or the consummation by CLCE of the transactions contemplated hereby.

  • Compliance with Laws, Other Instruments, Etc The execution, delivery and performance by the Company of this Agreement and the Notes will not (a) contravene, result in any breach of, or constitute a default under, or result in the creation of any Lien in respect of any property of the Company or any Subsidiary under, any indenture, mortgage, deed of trust, loan, purchase or credit agreement, lease, corporate charter or by-laws, or any other agreement or instrument to which the Company or any Subsidiary is bound or by which the Company or any Subsidiary or any of their respective properties may be bound or affected, (b) conflict with or result in a breach of any of the terms, conditions or provisions of any order, judgment, decree, or ruling of any court, arbitrator or Governmental Authority applicable to the Company or any Subsidiary, or (c) violate any provision of any statute or other rule or regulation of any Governmental Authority applicable to the Company or any Subsidiary.

  • Compliance with Other Instruments The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

  • Conflict with Other Agreements (a) In the event of any conflict between this Agreement (or any portion thereof) and any other agreement now existing or hereafter entered into, the terms of this Agreement shall prevail;

  • Compliance with Other Instruments, etc The Servicer is not in violation of any term of its certificate of incorporation or by-laws. The execution, delivery and performance by the Servicer of the Transaction Documents to which it is a party do not and will not (i) conflict with or violate the organizational documents of the Servicer, (ii) conflict with or result in a breach of any of the terms, conditions or provisions of, or constitute a default under, or result in the creation of any Lien on any of the properties or assets of the Servicer pursuant to the terms of any instrument or agreement to which the Servicer is a party or by which it is bound where such conflict would have a material adverse effect on the Servicer’s activities or its ability to perform its obligations under the Transaction Documents or (iii) require any consent of or other action by any trustee or any creditor of, any lessor to or any investor in the Servicer.

  • No Conflict with OFAC Laws Neither the Company nor any of its subsidiaries nor, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of its subsidiaries is currently subject to any U.S. sanctions administered by the Office of Foreign Assets Control of the U.S. Treasury Department (“OFAC”); and the Company will not directly or indirectly use the proceeds of the offering, or lend, contribute or otherwise make available such proceeds, to any subsidiary, joint venture partner or other person or entity, for the purpose of financing the activities of any person currently subject to any U.S. sanctions administered by OFAC.

  • Compliance with Other Instruments, Laws, Etc None of the Borrower, any Guarantor or any of their respective Subsidiaries is in violation of any provision of its charter or other organizational documents, bylaws, or any agreement or instrument to which it is subject or by which it or any of its properties is bound or any decree, order, judgment, statute, license, rule or regulation, in any of the foregoing cases in a manner that has had or could reasonably be expected to have a Material Adverse Effect.

Time is Money Join Law Insider Premium to draft better contracts faster.