Common use of No Default; No Restrictions Clause in Contracts

No Default; No Restrictions. (a) Except as set forth on Section 3.11 of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither the Company nor any Subsidiary, nor to the Company’s Knowledge, any other party is in material breach or default under any Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Material Contract or (ii) give any third party (A) the right to declare a default or exercise any remedy under any Material Contract, (B) the right to a rebate, chargeback or penalty under any Material Contract, (C) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Material Contract, or (D) the right to cancel, terminate or modify (in a manner materially adverse to the Company or any of its Subsidiaries) any Material Contract. Neither the Company nor any Subsidiary has received any written notice regarding any actual or possible material violation or breach of, or default under, any Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any such notice.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither the Company nor any Subsidiary, nor to the Company’s Knowledge, any other party is in material breach or default under any Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Material Contract or (ii) give any third party (A) the right to declare a default or exercise any remedy under any Material Contract, (B) the right to a rebate, chargeback or penalty under any Material Contract, (C) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Material Contract, or (D) the right to cancel, terminate or modify (in a manner materially adverse to the Company or any of its Subsidiaries) any Material Contract. Neither the Company nor any Subsidiary has received any written notice regarding any actual or possible material violation or breach of, or default under, any Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any such notice.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 The Company or the applicable Company Subsidiary has performed all of the material obligations required to be performed by it and is entitled to all material benefits under each Company Material Contract. Each of the Company Disclosure Letter. Each Material Contract Contracts is valid and in full force and effect. Neither There exists no default or event of default or event, occurrence, condition or act, with respect to the Company nor or any Company Subsidiary, nor or to the Company’s Knowledgeknowledge of the Company as of the date hereof, with respect to any other party is in material breach contracting party, which, with the giving of notice, the lapse of time or the happening of any other event or conditions, would reasonably be expected to (i) become a default or event of default under any Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Company Material Contract or (ii) give any third party (A1) the right to declare a default or exercise any remedy under any Company Material Contract, (B) the right to a rebate, chargeback or penalty under any Material Contract, (C2) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary of the Company Subsidiaries under any Company Material Contract, or (D3) the right to cancel, terminate or modify (in a manner materially adverse to the any Company or any of its Subsidiaries) any Material Contract. Neither As of the date hereof, Company nor any Subsidiary has not received any written notice or other communication regarding any actual or possible material violation or breach of, of or default under, or intention to cancel or modify, any Company Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any such noticeContract.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither the Company nor any Subsidiaryits Subsidiaries are not, nor to the Company’s Knowledge, Knowledge is any other party is party, in material breach or default under any Material ContractAgreement. To the Company’s Knowledge, no No event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will will, or would reasonably be expected to, (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party Company of any of the provisions provision of any Material Contract Agreement or (ii) to Company’s Knowledge, give any third party (A) the right to declare a default or exercise any remedy under any Material ContractAgreement, (B) the right to a material rebate, chargeback chargeback, refund, credit, penalty or penalty change in delivery schedule under any Material ContractAgreement, (C) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary of its Subsidiaries under any Material ContractAgreement, or (D) the right to cancel, terminate or modify (in a manner materially adverse to the any Material Agreement. Neither Company or nor any of its Subsidiaries) any Material Contract. Neither the Company nor any Subsidiary Subsidiaries has received any written notice or other communication regarding any actual or possible material violation or breach of, or default under, or intention to cancel or modify any Material Contract and to the Company’s Knowledge, does not reasonably expect to receive Agreement. Neither Company nor any such noticeof its Subsidiaries has any material Liability for renegotiation of government Contracts or subcontracts.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 To the knowledge of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither Company, the Company nor any Subsidiaryand each of its Subsidiaries has performed all material obligations required to be performed by it to date under the Company Material Contracts, nor and there exists no default or event of default or event, occurrence, condition or act, with respect to the Company or any of its Subsidiaries, to the knowledge of the Company’s Knowledge, with respect to any other party is in material breach contracting party, which, with the giving of notice, the lapse of time or the happening of any other event or conditions, would reasonably be expected to (i) become a default or event of default under any Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Company Material Contract or (ii) give any third party (A1) the right to declare a default or exercise any remedy under any Company Material Contract, (B2) the right to a rebate, chargeback chargeback, refund, credit, penalty or penalty change in delivery schedule under any Company Material Contract, (C3) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Company Material Contract, or (D4) the right to cancel, terminate or modify (in a manner materially adverse to the any Company or any of its Subsidiaries) any Material Contract, except in each case for those breaches or defaults which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on the Company. Neither the Company nor any Subsidiary of its Subsidiaries has received any written notice communication regarding any actual or possible material violation or breach of, of or default under, or intention to cancel, call a default under, or modify, any Company Material Contract and from the other party or parties to the Company’s Knowledge, does not reasonably expect to receive any such noticeCompany Material Contract.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 Each of the Company Disclosure Letter. Each Material Contract Contracts is valid and in full force and effect. Neither There exists no default or event of default or event, occurrence, condition or act, with respect to the Company nor or any SubsidiarySubsidiary or, nor to the Knowledge of the Company’s Knowledge, with respect to any other party is in material breach contracting party, which, with the giving of notice, the lapse of time or the happening of any other event or conditions, would reasonably be expected to (i) become a default or event of default under any Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Company Material Contract or (ii) give any third party (A1) the right to declare a default or exercise any remedy under any Company Material Contract, (B2) the right to a rebaterefund, chargeback credit or penalty payment under any Company Material Contract, (C3) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Company Material Contract, or (D4) the right to cancel, terminate or materially modify (in a manner materially adverse to the any Company or any of its Subsidiaries) any Material Contract. Neither the Company nor any Subsidiary has received any written notice regarding any actual or possible material violation or breach ofwritten, or default underor, any Material Contract and to the Company’s Knowledge, does not reasonably expect oral notice or other communication regarding any actual or possible violation or breach of or default under, or intention to receive cancel or modify, any such noticeCompany Material Contract.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 Each of the Company Disclosure Letter. Each Material Contract Contracts is valid and in full force and effect. Neither There exists no default or event of default or event, occurrence, condition or act, with respect to the Company nor or any SubsidiarySubsidiary or, nor to the knowledge of the Company’s Knowledge, with respect to any other party is in material breach contracting party, which, with the giving of notice, the lapse of time or the happening of any other event or conditions, would reasonably be expected to: (i) become a default or event of default under any Company Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Material Contract ; or (ii) give any third party (A) the right to declare a default or exercise any remedy under any Company Material Contract, (B) the right to a rebate, chargeback chargeback, refund, credit, penalty or penalty change in delivery schedule under any Company Material ContractContract other than in the ordinary course of business, (C) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Company Material Contract, or (D) the right to cancel, terminate or modify (in a manner materially adverse to the any Company or any of its Subsidiaries) any Material Contract. Neither the Company nor any Subsidiary has received any written written, or, to the Company’s knowledge, oral notice or other communication regarding any actual or possible material violation or breach of, of or default under, or intention to cancel or modify, any Company Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any such noticeContract.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 Each of the 3Q Companies has performed all of the material obligations required to be performed by it under each Company Material Contract, and each of the 3Q Companies has materially complied with and is in material compliance with, and to the knowledge of the Company, all other parties thereto have complied with and are in compliance with, the provisions of each Company Material Contract. Each of the Company Disclosure Letter. Each Material Contract Contracts is valid and in full force and effecteffect and is valid and enforceable in accordance with its terms. Neither As of the Agreement Date, there exists no event, occurrence, condition or act, with respect to the Company nor any Subsidiary, nor or with respect to the Company’s Knowledge, any other party is in material breach or default under any Material Contract. To contracting party, which, with the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without giving of notice or the lapse of time, or both, would reasonably be expected to (1) will (i) result in become a material violation violation, breach, default or breach by the Companyevent of default under any Company Material Contract, any of its Subsidiaries or any other party of any of the provisions of any Material Contract or (ii2) give any third party Person (A) the right to declare a default or exercise any remedy under any Material Contract, (Bi) the right to a rebate, chargeback chargeback, refund, credit, penalty or penalty change in performance schedule under any Company Material Contract, (Cii) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Company Material Contract, or (Diii) the right to cancel, terminate or modify any Company Material Contract, (in iv) give rise to any right to impose any additional material obligations or a manner materially adverse to the Company or loss of any material rights of any of its Subsidiaries) the 3Q Companies under any Company Material Contract. Neither As of the Company nor Agreement Date, none of the 3Q Companies have given notice to, or received notice from, any Subsidiary has received any written notice Person regarding any actual or possible material alleged violation or breach of, of or default under, or intention to cancel or modify, any Company Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any such noticeContract.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither the Company nor any Subsidiaryits Subsidiaries are not, nor to the Company’s Knowledge, 's knowledge is any other party is party, in material breach or default under any Material ContractAgreement. To the Company’s Knowledge, no No event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time) will, or both) will would reasonably be expected to, (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Material Contract Agreement, or (ii) to Company's knowledge, give any third party (A) the right to declare a default or exercise any remedy under any Material ContractAgreement, (B) the right to a rebatechargeback, chargeback refund, credit, penalty or penalty change in delivery schedule under any Material ContractAgreement, (C) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary of its Subsidiaries under any Material ContractAgreement, or (D) the right to cancel, terminate or modify (in a manner materially adverse to the any Material Agreement. Neither Company or nor any of its Subsidiaries) any Material Contract. Neither the Company nor any Subsidiary Subsidiaries has received any written notice or other communication regarding any actual or possible material violation or breach of, or default under, any Material Contract and to the Company’s KnowledgeAgreement. Company nor any of its Subsidiaries has any material Liability for renegotiation of government Contracts or subcontracts, does not reasonably expect to receive any such noticeif any.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 The Company has performed all of the material obligations required to be performed by it and is entitled to all material benefits under each Company Material Contract. Each of the Company Disclosure Letter. Each Material Contract Contracts is valid and in full force and effect. Neither the Company nor any SubsidiaryThere exists no default or event of default or event, nor occurrence, condition or act, with respect to the Company’s Knowledge, any other party is in material breach which with the giving of notice or the lapse of time would reasonably be expected to: (i) become a default or event of default under any Company Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Material Contract ; or (ii) give any third party (A) the right to declare a default or exercise any remedy under any Company Material Contract, (B) the right to a rebate, chargeback chargeback, refund, credit, penalty or penalty change in performance schedule under any Company Material Contract, (C) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Company Material Contract, Contract or (D) the right to cancel, terminate or modify (in a manner materially adverse to the any Company or any of its Subsidiaries) any Material Contract. Neither the The Company nor any Subsidiary has not received any written notice regarding any actual or possible material alleged violation or breach of, of or default under, or intention to cancel or modify, any Company Material Contract. To the knowledge of the Company, each other party to any Company Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any is in compliance in all material respects with all obligations of such noticeCompany Material Contract.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 The Company and each of its Subsidiaries has performed all material obligations required to be performed by it to date under the Company Material Contracts, and there exists no default or event of default or event, occurrence, condition or act, with respect to the Company or any of its Subsidiaries, or to the knowledge of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither the Company nor any SubsidiaryCompany, nor with respect to the Company’s Knowledge, any other party is in material breach contracting party, which, with the giving of notice, the lapse of time or the happening of any other event or conditions, would reasonably be expected to (i) become a default or event of default under any Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Company Material Contract or (ii) give any third party (A1) the right to declare a default or exercise any remedy under any Company Material Contract, (B2) the right to a rebate, chargeback chargeback, refund, credit, penalty or penalty change in delivery schedule under any Company Material Contract, (C3) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Company Material Contract, or (D4) the right to cancel, terminate or modify (in a manner materially adverse to the any Company or any of its Subsidiaries) any Material Contract, except in each case for those breaches or defaults which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on the Company. Neither the Company nor any Subsidiary of its Subsidiaries has received any written notice or other communication regarding any actual or possible material violation or breach of, of or default under, or intention to cancel, call a default under, or modify, any Company Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any such noticeContract.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither the The Company nor any Subsidiaryis not, nor to the Company’s Knowledge, any other party is in material breach or default under any Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries Company or any other party of any of the provisions of any Material Contract or (ii) give any third party (A) the right to declare a default or exercise any remedy under any Material Contract, (B) the right to a rebate, chargeback or penalty under any Material Contract, (C) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Material Contract, or (D) the right to cancel, terminate or modify (in a manner materially adverse to the Company or any of its SubsidiariesCompany) any Material Contract. Neither the The Company nor any Subsidiary has not received any written notice regarding any actual or possible material violation or breach of, or default under, any Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any such notice.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither the Company nor any Subsidiaryof its Subsidiaries is, nor to any of the Company’s Knowledge, Employee Shareholders' knowledge as of the Agreement Date is any other party is party, in material violation of breach or default under any Material ContractAgreement. To each of the Company’s KnowledgeEmployee Shareholders' knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will will, or would reasonably be expected to, (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions provision of any Material Contract Agreement or (ii) to each of the Employee Shareholders' knowledge, give any third party (A) the right to declare a default or exercise any remedy under any Material ContractAgreement, (B) the right to a rebate, chargeback chargeback, refund, credit, penalty or penalty change in delivery schedule under any Material ContractAgreement, (C) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary of its Subsidiaries under any Material ContractAgreement, or (D) the right to cancel, terminate or modify (in a manner materially adverse to the Company or any of its Subsidiaries) any Material ContractAgreement. Neither the Company nor any Subsidiary of its Subsidiaries has received any written notice or other communication regarding any actual or possible material violation or breach of, or default under, or intention to cancel or materially modify any Material Contract and to Agreement. Neither the Company’s Knowledge, does not reasonably expect to receive Company nor any such noticeof its Subsidiaries has any Liability for renegotiation of government Contracts or subcontracts.

No Default; No Restrictions. (a) Except as set forth on Section 3.11 The Company and each of its Subsidiaries has performed all material obligations required to be performed by it to date under the Company Material Contracts, and there exists no material default or event of default or event, occurrence, condition or act, with respect to the Company or any of its Subsidiaries, to the knowledge of the Company Disclosure Letter. Each Material Contract is valid and in full force and effect. Neither the Company nor any SubsidiaryCompany, nor with respect to the Company’s Knowledge, any other party is in contracting party, which, with the giving of notice, the lapse of time or the happening of any other event or conditions, would reasonably be expected to (i) become a material breach default or event of default under any Material Contract. To the Company’s Knowledge, no event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time, or both) will (i) result in a material violation or breach by the Company, any of its Subsidiaries or any other party of any of the provisions of any Company Material Contract or (ii) give any third party (A1) the right to declare a default or exercise any remedy under any Company Material Contract, (B2) the right to a rebate, chargeback chargeback, refund, credit, penalty or penalty change in delivery schedule under any Company Material Contract, (C3) the right to accelerate the maturity or performance of any obligation of the Company or any Subsidiary under any Company Material Contract, or (D4) the right to cancel, terminate or modify (in a manner materially adverse to the any Company or any of its Subsidiaries) any Material Contract, except in each case for those breaches or defaults which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on the Company. Neither the Company nor any Subsidiary of its Subsidiaries has received any written written, or, to the Company’s knowledge, oral notice or other communication regarding any actual or possible material violation or material breach of, of or material default under, or intention to cancel, call a default under, or modify, any Company Material Contract and to the Company’s Knowledge, does not reasonably expect to receive any such noticeContract.