No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by Stockholder do not, and the performance of this Agreement by Stockholder will not, (i) conflict with or violate the charter documents or trust instruments of Stockholder, if applicable, (ii) conflict with or violate any law applicable to Stockholder or by which Stockholder or any of Stockholder's assets is bound or affected, or (iii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, acceleration, or cancellation of, or result in the creation of a lien or encumbrance on any assets of Stockholder (including, without limitation, the Shares) pursuant to any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, or other instrument or obligation to which Stockholder is a party or by which Stockholder or any of its assets are bound or affected. (b) The execution and delivery of this Agreement by Stockholder does not, and the performance of this Agreement by Stockholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, other than necessary filings under the Securities Exchange Act of 1934, as amended.
Appears in 5 contracts
Samples: Stockholders Agreement (Kohn Robert H), Stockholders Agreement (Universal Music Group Inc), Stockholders Agreement (Emusic Com Inc)
No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by Stockholder do not, and the performance of this Agreement by Stockholder will not, (i) conflict with or violate the charter documents trust agreement or trust instruments other governing instrument of Stockholder, Stockholder if applicableit is not a natural person, (ii) conflict with or violate any law applicable to Stockholder or by which Stockholder or any of Stockholder's assets is bound or affected, or (iii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, acceleration, or cancellation of, or result in the creation of a lien or encumbrance on any assets of Stockholder (Stockholder, including, without limitation, the Shares) , pursuant to to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, or other instrument or obligation to which Stockholder is a party or by which Stockholder or any of its Stockholder's assets are is bound or affected.
(b) The execution and delivery of this Agreement by Stockholder does not, and the performance of this Agreement by Stockholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, other than (i) filings under the HSR Act and any similar foreign requirements, and (ii) any necessary filings filing under the Securities Exchange Act of 1934, as amended.
Appears in 4 contracts
Samples: Voting Agreement (Berkshire Hathaway Inc), Voting Agreement (Berkshire Hathaway Inc), Voting Agreement (Shaw Robert E)
No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by Stockholder do not, and the performance of this Agreement by Stockholder will not, (i) conflict with or violate the charter documents or trust instruments instrument of Stockholder, Stockholder if applicableit is a trust, (ii) conflict with or violate any law applicable to Stockholder or by which Stockholder or any of Stockholder's assets is bound or affected, or (iii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, acceleration, or cancellation of, or result in the creation of a lien or encumbrance on any assets of Stockholder (Stockholder, including, without limitation, the Shares) , pursuant to to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, or other instrument or obligation to which Stockholder is a party or by which Stockholder or any of its Stockholder's assets are is bound or affected.
(b) The execution and delivery of this Agreement by Stockholder does not, and the performance of this Agreement by Stockholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, other than (i) filings under the HSR Act and any similar foreign requirements, and (ii) any necessary filings filing under the Securities Exchange Act of 1934, as amended.
Appears in 3 contracts
Samples: Merger Agreement (Berkshire Hathaway Inc), Merger Agreement (Berkshire Hathaway Inc), Stockholders Agreement (Berkshire Hathaway Inc)
No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by Stockholder Shareholder do not, and the performance of this Agreement by Stockholder Shareholder will not, (i) conflict with or violate the charter documents or trust instruments of StockholderShareholder, if applicable, (ii) conflict with or violate any law applicable to Stockholder Shareholder or by which Stockholder Shareholder or any of StockholderShareholder's assets is bound or affected, or (iii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, acceleration, or cancellation of, or result in the creation of a lien or encumbrance on any assets of Stockholder Shareholder (including, without limitation, the Shares) pursuant to any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, or other instrument or obligation to which Stockholder Shareholder is a party or by which Stockholder Shareholder or any of its assets are bound or affected.
(b) The execution and delivery of this Agreement by Stockholder Shareholder does not, and the performance of this Agreement by Stockholder Shareholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, other than necessary filings under the Securities Exchange Act of 1934, as amended.
Appears in 3 contracts
Samples: Shareholder Agreement (E-Medsoft Com), Shareholder Agreement (E-Medsoft Com), Shareholder Agreement (Tender Loving Care Health Care Services Inc/ Ny)
No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by Stockholder do not, and the performance of this Agreement by Stockholder will not, (i) conflict with or violate the charter documents certificate of incorporation or trust instruments bylaws of Stockholder, if applicable, (ii) conflict with or violate any law applicable to Stockholder or by which Stockholder or any of Stockholder's assets is bound or affected, or (iii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, acceleration, or cancellation of, or result in the creation of a lien or encumbrance on any assets of Stockholder (or of its subsidiaries, including, without limitation, the Shares) , pursuant to to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, or other instrument or obligation to which Stockholder is a party or by which Stockholder or any of its Stockholder's assets are is bound or affected.
(b) The execution and delivery of this Agreement by Stockholder does not, and the performance of this Agreement by Stockholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, other than (i) filings under the HSR Act and any similar foreign requirements, and (ii) any necessary filings filing under the Securities Exchange Act of 1934, as amended.
Appears in 3 contracts
Samples: Stockholder Agreement (Citigroup Inc), Stockholder Agreement (Wesco Financial Corp), Stockholder Agreement (Cort Business Services Corp)
No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by the Stockholder do does not, and the performance of this Agreement by the Stockholder will not, (i) conflict with or violate subject to the charter documents or trust instruments of Stockholderfilings referred to in Section 2.2(b), if applicable, (ii) conflict with or violate any law applicable to the Stockholder or by which the Stockholder or any of the Stockholder's ’s assets is bound or affected, affected or (iiiii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, acceleration, acceleration or cancellation of, or result in the creation of a lien or an encumbrance on any assets of Stockholder (the Stockholder, including, without limitation, the Owned Shares) , pursuant to to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, franchise or other instrument or obligation to which the Stockholder is a party or by which the Stockholder or any of its the Stockholder’s assets are is bound or affected.
(b) The Except as would not materially impair or delay the ability of the Stockholder to consummate the transactions contemplated hereby, the execution and delivery of this Agreement by the Stockholder does not, and the performance of this Agreement by the Stockholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, authority (other than any necessary filings filing under or with respect to the Securities Exchange Act of 1934, as amended).
Appears in 3 contracts
Samples: Merger Agreement (Globalive Communications Corp.), Merger Agreement (Yak Communications Inc), Support and Exchange Agreement (Yak Communications Inc)
No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by Stockholder do not, and the performance of this Agreement by Stockholder will not, (i) conflict with or violate the charter documents or trust instruments instrument of Stockholder, Stockholder if applicableit is a trust, (ii) conflict with or violate any law applicable to Stockholder or by which Stockholder or any of Stockholder's ’s assets is bound or affected, or (iii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, acceleration, or cancellation of, or result in the creation of a lien or encumbrance on any assets of Stockholder (includingsuch Stockholder’s Shares, without limitationRestricted Shares, the Shares) Options and Director Stock Units, pursuant to to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, or other instrument or obligation to which Stockholder is a party or by which Stockholder or any of its Stockholder’s assets are is bound or affected.
(b) The execution and delivery of this Agreement by Stockholder does not, and the performance of this Agreement by Stockholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, other than (i) filings under the HSR Act and any similar foreign requirements, and (ii) any necessary filings filing under the Securities Exchange Act of 1934, as amended.
Appears in 2 contracts
Samples: Merger Agreement (North American Galvanizing & Coatings Inc), Stockholders Agreement (Azz Inc)
No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by Stockholder do the Shareholder does not, and the performance of this Agreement by Stockholder the Shareholder will not, (i) conflict with or violate any law, rule, regulation, or order applicable to the charter documents Shareholder or trust instruments by which the Shareholder or any of Stockholder, if applicablethe Shareholder’s properties is bound or affected, (ii) conflict with or violate any law applicable to Stockholder or by which Stockholder or any provision of Stockholder's assets is bound or affectedthe Shareholder’s organizational documents, or (iii) result in any material breach of or constitute a material default (or an event that with notice or lapse of time or both would become a material default) under, or give to others any rights of termination, acceleration, acceleration or cancellation of, or result in the creation of a lien or encumbrance on any assets of Stockholder (the Shareholder, including, without limitation, the Shares) , pursuant to to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, franchise or other instrument or obligation to which Stockholder the Shareholder is a party or by which Stockholder the Shareholder or any of its the Shareholder’s assets are is bound or affected.
(b) The execution and delivery of this Agreement by Stockholder the Shareholder does not, and the performance of this Agreement by Stockholder the Shareholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, authority (other than any necessary filings filing under the Securities Exchange Act of 1934), as amendeddomestic or foreign.
Appears in 2 contracts
Samples: Voting Agreement (Hector Communications Corp), Voting Agreement (Hector Communications Corp)
No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by Stockholder do not, and the performance of this Agreement by Stockholder will not, (i) conflict with or violate the charter organizational documents or trust instruments of Stockholder, Stockholder (if applicableStockholder is an entity), (ii) conflict with or violate any law applicable to Stockholder or by which Stockholder or any of Stockholder's assets is bound or affected, or (iii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, acceleration, or cancellation of, or result in the creation of a lien or encumbrance on any assets of Stockholder (Stockholder, including, without limitation, the Stockholder Shares) , pursuant to to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise, or other instrument or obligation to which Stockholder is a party or by which Stockholder or any of its Stockholder's assets are is bound or affected.
(b) The execution and delivery of this Agreement by Stockholder does not, and the performance of this Agreement by Stockholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, other than any necessary filings filing under the Securities Exchange Act of 1934, as amendedor the HSR Act.
Appears in 1 contract