Common use of No Conflicts; Advice Clause in Contracts

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee is a party. Releasee has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with the transactions contemplated hereby.

Appears in 3 contracts

Samples: Note and Share Cancellation and Exchange Agreement (Elite Data Services, Inc.), Joint Venture Termination Agreement (Elite Data Services, Inc.), Note Cancellation and Extinguishment Agreement (Elite Data Services, Inc.)

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No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee Releasor is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee Releasor is a party. Releasee Releasor has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with the transactions contemplated hereby.

Appears in 3 contracts

Samples: Note and Share Cancellation and Exchange Agreement (Elite Data Services, Inc.), Note Cancellation and Extinguishment Agreement (Elite Data Services, Inc.), Joint Venture Termination Agreement (Elite Data Services, Inc.)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Seller is subject or any provision of its organizational documents or other similar governing instruments, or or, conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Seller is a party. Releasee The Seller has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its sale of the transactions contemplated herebySecurities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Latin-American Fuels Corp), Securities Purchase Agreement (Steelhead Partners LLC)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated herebythereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Seller is subject to and aware of, or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Seller is a party. Releasee Seller has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its sale of the transactions contemplated herebyWarrant.

Appears in 2 contracts

Samples: Warrant Purchase Agreement (Sofinnova Venture Partners Vii L P), Warrant Purchase Agreement (Sofinnova Venture Partners Vii L P)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Buyer is subject or any provision of its organizational documents or other similar governing instruments, or or, conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Buyer is a party. Releasee The Buyer has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of the transactions contemplated herebySecurities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Latin-American Fuels Corp), Securities Purchase Agreement (Steelhead Partners LLC)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Buyer is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Buyer is a party. Releasee The Buyer has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of the transactions contemplated herebyShares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Eagle Point Credit Co Inc.), Securities Purchase Agreement (Golub Capital BDC, Inc.)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated herebythereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Seller is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Seller is a party. Releasee Seller has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its sale of the transactions contemplated herebyRestricted Shares.

Appears in 2 contracts

Samples: Share Purchase Agreement (Oudom Fnu), Share Purchase Agreement (Oudom Fnu)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated herebythereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Buyer is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Buyer is a party. Releasee Buyer has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of the transactions contemplated herebyWarrant.

Appears in 2 contracts

Samples: Warrant Purchase Agreement (Sofinnova Venture Partners Vii L P), Warrant Purchase Agreement (Sofinnova Venture Partners Vii L P)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will shall violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Buyer is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Buyer is a party. Releasee The Buyer has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of the transactions contemplated herebyShares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Franklin BSP Lending Corp)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Buyer is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Buyer is a party. Releasee The Buyer has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of the transactions contemplated herebyNotes.

Appears in 1 contract

Samples: Securities Purchase Agreement (Eagle Point Credit Co Inc.)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated herebythereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Buyer is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Buyer is a party. Releasee Buyer has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of the transactions contemplated herebyShares and the Warrants.

Appears in 1 contract

Samples: Securities Purchase Agreement (Terra Tech Corp.)

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No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated herebythereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee Buyer is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee Buyer is a party. Releasee Buyer has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of the transactions contemplated herebyPurchased Shares.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pointer Telocation LTD)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee Employee is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee Employee is a party. Releasee Employee has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with the transactions contemplated hereby.

Appears in 1 contract

Samples: Severance Agreement (Luxeyard, Inc.)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee Purchaser is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee Purchaser is a party. Releasee Purchaser has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with the transactions contemplated herebyAssignment of the Purchased Shares.

Appears in 1 contract

Samples: Purchase and Assignment Agreement (GBS Inc.)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee such Seller is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee such Seller is a party. Releasee Such Seller has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its sale of the transactions contemplated herebySecurities.

Appears in 1 contract

Samples: Share Purchase Agreement (Spherix Inc)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee Triumph is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee Triumph is a party. Releasee Triumph has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with the transactions contemplated herebyconversion of the Debenture.

Appears in 1 contract

Samples: Debt Conversion Agreement (In Veritas Medical Diagnostics, Inc.)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated herebythereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee Seller is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee Seller is a party. Releasee Seller has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its sale of the transactions contemplated herebyPurchased Shares.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pointer Telocation LTD)

No Conflicts; Advice. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which Releasee the Seller is subject or any provision of its organizational documents or other similar governing instruments, or conflict with, violate or constitute a default under any agreement, credit facility, debt or other instrument or understanding to which Releasee the Seller is a party. Releasee The Seller has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its sale of the transactions contemplated herebyShares.

Appears in 1 contract

Samples: Securities Purchase Agreement (No Borders, Inc.)

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