Common use of No Conflicts; Filings, Consents and Approvals Clause in Contracts

No Conflicts; Filings, Consents and Approvals. The execution, delivery and performance of this Agreement by Gilead and the consummation by Gilead of the transactions contemplated hereby will not (i) conflict with or result in a violation of any provision of the Gilead’s Amended and Restated Certificate of Incorporation or Amended and Restated Bylaws, each as in effect on the date hereof, (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default under, any agreement, indenture, or instrument to which the Gilead is a party, or (iii) result in a violation of any Law applicable to Gilead, except in the case of clauses (ii) and (iii) only, for such conflicts, breaches, defaults, and violations as would not reasonably be expected to result in a liability for the Company. Gilead is not required to obtain any consent, waiver, approval, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other Governmental Authority or other Person in the United States in connection with the execution, delivery and performance by Gilead of this Agreement, other than the obtaining of the required Antitrust Approvals.

Appears in 4 contracts

Samples: Common Stock Purchase Agreement (Gilead Sciences, Inc.), Common Stock Purchase Agreement (Gilead Sciences, Inc.), Common Stock Purchase Agreement (Gilead Sciences Inc)

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No Conflicts; Filings, Consents and Approvals. The execution, delivery and performance of this Agreement and each other Transaction Document to which Gilead is a party by Gilead and the consummation by Gilead of the transactions contemplated hereby and thereby will not (i) conflict with or result in a violation of any provision of the Gilead’s Amended and Restated Certificate of Incorporation or Amended and Restated Bylaws, each as in effect on the date hereoforganizational documents, (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default under, any agreement, indenture, or instrument to which the Gilead is a party, or (iii) result in a violation of any Law applicable to Gilead, except in the case of clauses (ii) and (iii) only, for such conflicts, breaches, defaults, and violations as would not reasonably be expected to result in a liability for the Company. Gilead is not required to obtain any consent, waiver, approval, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other Governmental Authority or other Person in the United States in connection with the execution, delivery and performance by Gilead of this AgreementAgreement and each other Transaction Document to which Gilead is a party, other than the obtaining of the required Antitrust Approvals.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Assembly Biosciences, Inc.)

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