Common use of No Conflicts; Governmental Approvals Clause in Contracts

No Conflicts; Governmental Approvals. (a) The execution and delivery by each of Parent and Merger Sub of each Transaction Document to which it is a party do not, the execution and delivery by each of Parent and Merger Sub of each Transaction Document to which it is contemplated to be a party will not, and the consummation of the Transactions and compliance with the terms hereof and thereof will not, conflict with, or result in any violation of or default (or an event that, with or without notice or lapse of time or both, would become a default) under, or give rise to a right of termination, cancelation or acceleration of any obligation or to loss of a material benefit under, or to increased, additional, accelerated or guaranteed rights or entitlements of any Person under, or result in the creation of any Lien upon any of the properties or assets of Parent or any Parent Subsidiary under, any provision of (i) the certificate or articles of incorporation and the bylaws or comparable organizational documents of Parent or any Parent Subsidiary, (ii) any Contract to which Parent or any Parent Subsidiary is a party or by which any of their respective properties or assets is bound or (iii) subject to the filings, consents and other matters referred to in Section 6.06(b), any Judgment or Law applicable to Parent or any Parent Subsidiary or their respective properties or assets, other than, in the case of clauses (ii) and (iii) above, any such item that, individually or in the aggregate, has not had and would not reasonably be expected to have a Parent Material Adverse Effect.

Appears in 4 contracts

Samples: Voting Agreement (Weyerhaeuser Real Estate Co), Voting Agreement (Weyerhaeuser Co), Voting Agreement (Weyerhaeuser Co)

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No Conflicts; Governmental Approvals. (a) The execution and delivery by each of Indigo Parent and Merger Sub of each Transaction Document to which it is a party do not, the execution and delivery by each of Indigo Parent and Merger Sub of each Transaction Document to which it is contemplated to be a party will not, and the consummation of the Transactions and compliance with the terms hereof and thereof will not, conflict with, or result in any violation of or default (or an event that, with or without notice or lapse of time or both, would become a default) under, or give rise to a right of termination, cancelation or acceleration of any obligation or to loss of a material benefit under, or to increased, additional, accelerated or guaranteed rights or entitlements of any Person under, or result in the creation of any Lien upon any of the properties or assets of Indigo Parent or any Parent Subsidiary Indigo Group Company under, any provision of (i) the Indigo Organizational Documents or the certificate or articles of incorporation and the bylaws or comparable organizational documents of Parent or any Parent Subsidiaryother Indigo Group Company, (ii) any Contract to which Indigo Parent or any Parent Subsidiary Indigo Group Company is a party or by which any of their respective properties or assets is bound or (iii) subject to the filings, consents and other matters referred to in Section 6.06(b4.05(b), any Judgment or Law applicable to Indigo Parent or any Parent Subsidiary Indigo Group Company or their respective properties or assets, other than, in the case of clauses (ii) and (iii) above, any such item that, individually or in the aggregate, has not had and would not reasonably be expected to (A) prevent or delay beyond the Outside Date consummation of the Transactions or (B) have a Parent an Indigo Material Adverse Effect.

Appears in 3 contracts

Samples: Agreement, Transaction Agreement (Naspers LTD), Transaction Agreement (MakeMyTrip LTD)

No Conflicts; Governmental Approvals. (a) The execution and delivery by each of Parent and Merger Xxxxxx Sub of each Transaction Document to which it is a party do does not, the execution and delivery by each of Parent and Merger Sub of each Transaction Document to which it is contemplated to be a party will not, and the consummation by each of Parent and Merger Sub of the Merger Transactions and compliance with the terms hereof and thereof will not, conflict with, or result in any violation of or default (or an event that, with or without notice or lapse of time or both, would become a default) under, or give rise to a right of termination, cancelation or acceleration of any obligation or to loss of a material benefit under, or to increased, additional, accelerated or guaranteed rights or entitlements of any Person under, or result in the creation of any Lien upon any of the properties or assets of Parent or any Parent Subsidiary under, Merger Sub under any provision of (i) the certificate or articles of incorporation and the incorporation, bylaws or comparable organizational documents of Parent or any Parent SubsidiaryMerger Sub, (ii) any Contract to which Parent or any Parent Subsidiary Merger Sub is a party or by which any of their respective properties or assets is bound or (iii) subject to the filings, consents Consents and other matters referred to in Section 6.06(b3.04(b), any Judgment or Law applicable to Parent or any Parent Subsidiary Merger Sub or their respective properties or assets, other than, in the case of clauses (ii) and (iii) above, any such item that, individually or in the aggregate, has not had had, and would not reasonably be expected to have have, a Parent Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vista Outdoor Inc.)

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No Conflicts; Governmental Approvals. (a) The execution and delivery by each of Parent and Merger Sub each Seller of each Transaction Document to which it is a party do not, the execution and delivery by each of Parent and Merger Sub each Seller of each Transaction Document to which it is contemplated to be a party will not, and the consummation of the Transactions and compliance with the terms hereof and thereof will not, conflict with, or result in any violation of or default (or an event that, with or without notice or lapse of time or both, would become a default) under, or give rise to a right of termination, cancelation or acceleration of any obligation or to loss of a material benefit under, or to increased, additional, accelerated or guaranteed rights or entitlements of any Person under, or result in the creation of any Lien upon any of the properties or assets of Parent or any Parent Subsidiary under, any provision of (i) the certificate or articles of incorporation and the bylaws or comparable organizational documents of Parent or any Parent Subsidiary, (ii) any Contract to which Parent or any Parent Subsidiary is a party or by which any of their respective properties or assets is bound or (iii) subject to the filingsGovernmental Filings, consents Governmental Approvals, Consents and other matters referred to in Section 6.06(b5.04(b), any Judgment or Law applicable to Parent or any Parent Subsidiary or their respective properties or assets, other than, in the case of clauses (ii) and (iii) above, any such item that, individually or in the aggregate, has not had and would not reasonably be expected to have a Parent Material Adverse Effect.

Appears in 1 contract

Samples: Purchase Agreement (Moodys Corp /De/)

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