Common use of No Conflicts; Government Consents and Permits Clause in Contracts

No Conflicts; Government Consents and Permits. (a) The execution, delivery and performance of this Agreement by the Purchaser and the consummation by the Purchaser of the transactions contemplated hereby will not (i) conflict with or result in a violation of any provision of its Certificate of Incorporation (kbis) or Bylaws (statuts) or equivalent documents or require the approval of the Purchaser’s stockholders, (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 Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including United States federal and state securities laws and rules and regulations of any self-regulatory organizations to which the Purchaser is subject) applicable to the Purchaser, except in the case of clauses (ii) and (iii) only, for such conflicts, breaches, defaults, and violations as would not reasonably be expected to have a Purchaser Material Adverse Effect. (b) The Purchaser is not required to obtain any consent, authorization or order of, or make any filing or registration with, any court or governmental agency or any regulatory or self-regulatory agency in order for the Purchaser to execute, deliver or perform any of its obligations under this Agreement in accordance with the terms hereof, or to purchase the Securities in accordance with the terms hereof, other than such as have been made or obtained, and except for any filings required to be made under federal or state securities laws.

No Conflicts; Government Consents and Permits. (a) The execution, delivery and performance of this Agreement by the Purchaser Immunome and the consummation by the Purchaser Immunome of the transactions contemplated hereby (including the issuance of the Shares) will not (i) conflict with or result in a violation of any provision of its Immunome’s Amended and Restated Certificate of Incorporation (kbis) Incorporation, as amended, or Bylaws (statuts) or equivalent documents or require the approval of the Purchaser’s stockholdersAmended and Restated Bylaws, (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 Purchaser Immunome or any of its subsidiaries is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including United States federal and state securities laws and rules regulations and regulations of any self-regulatory organizations to which the Purchaser is subjectorganizations) applicable to the PurchaserImmunome, except in the case of clauses (ii) and (iii) only, for such conflicts, breaches, defaults, and violations as would not reasonably be expected to have a Purchaser Material Adverse EffectEffect on Immunome or result in a liability for BMS. (b) The Purchaser Immunome is not required to obtain any consent, authorization or order of, or make any filing or registration with, any court or governmental agency or any regulatory or self-regulatory agency in order for the Purchaser it to execute, deliver or perform any of its obligations under this Agreement in accordance with the terms hereof, or to purchase issue and sell the Securities Shares in accordance with the terms hereof, hereof other than such as have been made or obtained, and except for (i) any post-closing filings required to be made under federal or state securities laws, and (ii) any required filings or notifications regarding the issuance or listing of additional shares with Nasdaq.

No Conflicts; Government Consents and Permits. (a) The execution, delivery and performance of this Agreement by the Purchaser Immunome and the consummation by the Purchaser Immunome of the transactions contemplated hereby (including the issuance of the Shares) will not (i) conflict with or result in a violation of any provision of its Immunome’s Amended and Restated Certificate of Incorporation (kbis) Incorporation, as amended, or Bylaws (statuts) or equivalent documents or require the approval of the Purchaser’s stockholdersAmended and Restated Bylaws, (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 Purchaser Immunome or any of its subsidiaries is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including United States federal and state securities laws and rules regulations and regulations of any self-regulatory organizations to which the Purchaser is subjectorganizations) applicable to the PurchaserImmunome, except in the case of clauses (ii) and (iii) only, for such conflicts, breaches, defaults, and violations as would not reasonably be expected to have a Purchaser Material Adverse EffectEffect on Immunome or result in a liability for Zentalis. (b) The Purchaser Immunome is not required to obtain any consent, authorization or order of, or make any filing or registration with, any court or governmental agency or any regulatory or self-regulatory agency in order for the Purchaser it to execute, deliver or perform any of its obligations under this Agreement in accordance with the terms hereof, or to purchase issue and sell the Securities Shares in accordance with the terms hereof, hereof other than such as have been made or obtained, and except for (i) any post-closing filings required to be made under federal or state securities laws, and (ii) any required filings or notifications regarding the issuance or listing of additional shares with Nasdaq.

No Conflicts; Government Consents and Permits. ​ (a) The execution, delivery and performance of this Agreement by the Purchaser Coherus and the consummation by the Purchaser Coherus of the transactions contemplated hereby (including the issuance of the Shares) will not (i) conflict with or result in a violation of any provision of its (a) Coherus’s Certificate of Incorporation (kbis) or Bylaws or (statutsb) or equivalent any organizational documents or require the approval of the Purchaser’s stockholdersany of its subsidiaries, (ii) violate or conflict with, or result in a breach of any provision of, of or constitute ​ ​ ​ a default under, any agreement, indenture, indenture or instrument to which the Purchaser Coherus or any of its subsidiaries is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including United States federal and state securities laws and rules regulations and regulations of any self-regulatory organizations to which the Purchaser is subjectorganizations) applicable to the PurchaserCoherus any of its subsidiaries, except in the case of clauses (i)(b), (ii) and (iii) only, for such conflicts, breaches, defaults, defaults and violations as would not reasonably be expected to be, have a Purchaser Material Adverse Effect.Effect or result in a liability for Junshi. ​ (b) The Purchaser Coherus is not required to obtain any consent, authorization or order of, or make any filing or registration with, any court or governmental agency or any regulatory or self-self regulatory agency in order for the Purchaser it to execute, deliver or perform any of its obligations under this Agreement in accordance with the terms hereof, or to purchase issue and sell the Securities Shares in accordance with the terms hereof, hereof other than such as have been made or obtained, and except for (i) any post- signing filings required to be made under federal or state securities laws.laws or (ii) any required filings or notifications regarding the issuance or listing of additional shares with Nasdaq. ​