Common use of No Conflicts; Governmental Approvals Clause in Contracts

No Conflicts; Governmental Approvals. (a) The execution and delivery of this Agreement by such Shareholder do not, and the performance by such Shareholder of its obligations hereunder will not, (i) to the extent such Shareholder is not an individual, conflict with or violate any provision of the organizational documents of such Shareholder, (ii) assuming that all consents, approvals, authorizations and waivers contemplated by Section 3.04(b) have been obtained, and all filings described therein have been made, conflict with or violate any Law applicable to such Shareholder or by which any property or asset of such Shareholder is bound or affected, (iii) require any consent or other action by any Person under, result in a breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, give to others (immediately or with notice or lapse of time or both) any right of termination, amendment, acceleration or cancellation of, result (immediately or with notice or lapse of time or both) in triggering any payment or other obligations under, or result in the loss of any right or benefit to which such Shareholder is entitled under, any Contract to which such Shareholder is a party or by which such Shareholder, or any property or asset of such Shareholder, is bound or affected or (iv) result (immediately or with notice or lapse of time or both) in the creation of a Lien on any property or asset of such Shareholder, except in the case of clauses (ii), (iii) and (iv) for any such conflicts, violations, breaches, defaults or other occurrences that would not, individually or in the aggregate, reasonably be likely to have a material adverse effect on the ability of such Shareholder to perform its obligations hereunder.

Appears in 12 contracts

Samples: Voting Agreement (Blackstone Holdings III L.P.), Voting Agreement (Blackstone Holdings III L.P.), Voting Agreement (Fidelity National Financial, Inc.)

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No Conflicts; Governmental Approvals. (a) The execution and delivery of this Agreement by such Shareholder Buyer do not, and the performance by such Shareholder Buyer of its obligations hereunder will not, (i) to the extent such Shareholder is not an individual, conflict with or violate any provision of the organizational documents Organizational Documents of such ShareholderBuyer, (ii) assuming that all consents, approvals, authorizations and waivers contemplated by Section 3.04(b4.03(b) have been obtained, and all filings described therein have been made, and assuming the accuracy and completeness of the representations and warranties contained in Section 3.04(a), conflict with or violate any Law applicable to such Shareholder Buyer or by which any property or asset of such Shareholder Buyer is bound or affected, (iii) require any consent or other action by any Person under, result in a breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, give to others (immediately or with notice or lapse of time or both) any right of termination, amendment, acceleration or cancellation of, result (immediately or with notice or lapse of time or both) in triggering any payment or other obligations under, or result in the loss of any right or benefit to which such Shareholder Buyer is entitled under, any Contract to which such Shareholder Buyer is a party or by which such ShareholderBuyer, or any property or asset of such ShareholderBuyer, is bound or affected or (iv) result (immediately or with notice or lapse of time or both) in the creation of a Lien an Encumbrance on any property or asset of such ShareholderBuyer, except in the case of clauses (ii), (iii) and (iv) for any such conflicts, violations, breaches, defaults or other occurrences that would not, individually or in the aggregate, reasonably be likely to have a material adverse effect on prohibit or materially impair the ability of such Shareholder Buyer to perform its obligations hereunder.

Appears in 5 contracts

Samples: Voting Agreement, Voting Agreement (Tannenbaum Leonard M), Voting Agreement (Tannenbaum Leonard M)

No Conflicts; Governmental Approvals. (a) The execution and delivery of this Agreement by such Shareholder each Stockholder do not, and the performance by such Shareholder each Stockholder of its obligations hereunder will not, (i) to the extent such Shareholder Stockholder is not an individual, conflict with or violate any provision of the organizational documents Fundamental Documents of such ShareholderStockholder, (ii) assuming that all consents, approvals, authorizations the accuracy and waivers contemplated by completeness of the representations and warranties contained in Section 3.04(b) have been obtained, and all filings described therein have been made4.03(a), conflict with or violate any Law Legal Requirements applicable to such Shareholder Stockholder or by which any property or asset of such Shareholder Stockholder is bound or affected, (iii) require any consent or other action by any Person under, result in a breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, give to others (immediately or with notice or lapse of time or both) any right of termination, amendment, acceleration or cancellation of, result (immediately or with notice or lapse of time or both) in triggering any payment or other obligations under, or result in the loss of any right or benefit to which such Shareholder Stockholder is entitled under, any Contract to which such Shareholder Stockholder is a party or by which such ShareholderStockholder, or any property or asset of such ShareholderStockholder, is bound or affected or (iv) result (immediately or with notice or lapse of time or both) in the creation of a an Lien on any property or asset of such ShareholderStockholder, except in the case of clauses (ii), (iii) and (iv) for any such conflicts, violations, breaches, defaults or other occurrences that would not, individually or in the aggregate, reasonably be likely to have a material adverse effect on prohibit or materially impair the ability of such Shareholder Stockholder to perform its obligations hereunder.

Appears in 1 contract

Samples: Voting Agreement (Cma CGM S.A.)

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No Conflicts; Governmental Approvals. (a) The execution and delivery of this Agreement by such Shareholder Xxxxx Entity do not, and the performance by such Shareholder Xxxxx Entity of its obligations hereunder will not, (i) to the extent such Shareholder is not an individual, conflict with or violate any provision of the organizational documents Fundamental Documents of such ShareholderXxxxx Entity, (ii) assuming that all consents, approvals, authorizations the accuracy and waivers contemplated by completeness of the representations and warranties contained in Section 3.04(b) have been obtained, and all filings described therein have been made3.04(a), conflict with or violate any Law Legal Requirements applicable to such Shareholder Xxxxx Entity or by which any property or asset of such Shareholder Xxxxx Entity is bound or affected, (iii) require any consent or other action by any Person under, result in a breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, give to others (immediately or with notice or lapse of time or both) any right of termination, amendment, acceleration or cancellation of, result (immediately or with notice or lapse of time or both) in triggering any payment or other obligations under, or result in the loss of any right or benefit to which such Shareholder Xxxxx Entity is entitled under, any Contract to which such Shareholder Xxxxx Entity is a party or by which such ShareholderXxxxx Entity, or any property or asset of such ShareholderXxxxx Entity, is bound or affected or (iv) result (immediately or with notice or lapse of time or both) in the creation of a Lien on any property or asset of such ShareholderXxxxx Entity, except in the case of clauses (ii), (iii) and (iv) for any such conflicts, violations, breaches, defaults or other occurrences that would not, individually or in the aggregate, reasonably be likely to have a material adverse effect on prohibit or materially impair the ability of such Shareholder Xxxxx Entity to perform its obligations hereunder.

Appears in 1 contract

Samples: Voting Agreement (Cma CGM S.A.)

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